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COL Part

COL Financial Group, Inc. is a leading online stockbroker in the Philippines, recognized for democratizing stock market access and empowering investors through technology and education. The company offers a wide range of investment products and services, including securities trading, equity advisory, and educational resources, while maintaining a strong focus on customer-centric initiatives. As of December 31, 2024, COL continues to adapt to market changes and enhance its offerings to support Filipinos in building wealth.
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0% found this document useful (0 votes)
12 views72 pages

COL Part

COL Financial Group, Inc. is a leading online stockbroker in the Philippines, recognized for democratizing stock market access and empowering investors through technology and education. The company offers a wide range of investment products and services, including securities trading, equity advisory, and educational resources, while maintaining a strong focus on customer-centric initiatives. As of December 31, 2024, COL continues to adapt to market changes and enhance its offerings to support Filipinos in building wealth.
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
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COVER SHEET

SEC Registration Number

A 1 9 9 9 1 0 0 6 5

Company Name
C O L F I N A N C I A L G R O U P , I N C .

Principal Office (No./Street/Barangay/City/Town/Province)


U n i t 2 4 0 1 - B E a s t T o w e r , T e k t i t

e T o w e r s E x c h a n g e R o a d , O r t i g a

s C e n t e r , P a s i g C i t y

Form Type Department requiring the report Secondary License Type, If


Applicable

1 7 - A C F D B r o k e r

COMPANY INFORMATION
Company’s Email Address Company’s Telephone Number/s Mobile Number

helpdesk@colfinancial.com (02) 8636-5411 NA

Annual Meeting Fiscal Year


No. of Stockholders Month/Day Month/Day

32 Any date in April 12/31

CONTACT PERSON INFORMATION


The designated contact person MUST be an Officer of the Corporation
Name of Contact Person Email Address Telephone Number/s Mobile Number

Mr. Conrado F. Bate dino.bate@colfinancial.com (02) 8636-5411 NA

Contact Person’s Address

Unit 2401-B East Tower, Tektite Towers, Exchange Road, Ortigas Center, Pasig City

Note: In case of death, resignation or cessation of office of the officer designated as contact person, such incident shall be reported to the
Commission within thirty (30) calendar days from the occurrence thereof with information and complete contact details of the new contact
person designated.
SECURITIES AND EXCHANGE COMMISSION

SEC FORM 17-A

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: DECEMBER 31, 2024

2. SEC Identification Number: A199910065

3. BIR Tax Identification No.: 203-523-208-000

4. Exact name of issuer as specified in its charter: COL FINANCIAL GROUP, INC.

5. Province, Country or other jurisdiction of incorporation or organization:


PASIG CITY, PHILIPPINES
6. Industry Classification Code: (SEC Use Only)

7. Address of principal office Postal Code: 1605


24F East Tower, Tektite Towers, Exchange Road,
Ortigas Center, Pasig City

8. Issuer's telephone number, including area code: (632) 8636-5411

9. Former name, former address, and former fiscal year, if changed since last report: Not Applicable

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

Title of Each Class Number of Shares of Common Stock Outstanding


Common 5,949,999,998 shares

11. Are any or all of these securities listed on the Philippine Stock Exchange?

Yes [ x ] No [ ]

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 [ x ] No [ ]

(b) has been subject to such filing requirements for the past ninety (90) days.

Yes [ x ] No [ ]

13. Aggregate market value of the voting stock held by non-affiliates.


=2,349,949,898 (1,487,310,062 @ =
P P1.58 per share as of March 31, 2025)

-2-
TABLE OF CONTENTS

Page No.
PART I- BUSINESS AND GENERAL INFORMATION
Item 1. Business
Company Overview 2
Business Model 2
Products and Services 3
Competitor Analysis 5
Business Strategy 6
Customers 6
Patents, Trademarks, Licenses, Franchises, Concessions or Royalty Agreements 6
Transactions with and/or Dependence on Related Parties 7
Government Regulation 7
Employees 8
Risk Factors and Risk Management 8
Item 2. Properties 10
Item 3. Legal Proceedings 10
Item 4. Submission of Matters to a Vote of Security Holders 10
PART II- OPERATIONAL AND FINANCIAL INFORMATION
Item 5. Market for Issuer’s Common Equity and Related Stockholder Matters
Market Information 11
Holders of Common Equity 11
Dividends 12
Recent Sales of Unregistered or Exempt Securities 12
Discussion on Compliance with leading practice on Corporate Governance 12
Item 6. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Industry and Economic Review 13
Business Review 13
Prospects for the Future 19
Item 7. Financial Statements 19
Item 8. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 20
Item 9. Audit and Audit-Related Fees 20
PART III- CONTROL AND COMPENSATION INFORMATION
Item 10. Directors and Executive Officers of the Issuer
Board of Directors 20
Executive Officers 23
Term of Office 25
Resignation/Retirement of Directors and Executive Officers as of December 31, 2024 25
Significant Employees 25
Family Relationships 25
Involvement in Certain Legal Proceedings 26
Item 11. Executive Compensation
Standard Arrangements 26
Warrants and Options 27
Employment Contracts and Termination of Employment and Change-in-Control Arrangements 27
Item 12. Security Ownership of Certain Beneficial Owners and Management
Security Ownership of Certain Record and Beneficial Owners 27
Security Ownership of Management 28
Item 13. Certain Relationships and Related Transactions 29
PART IV- EXHIBITS AND SCHEDULES
Item 14. Exhibits and Reports on SEC Form 17-C 29
SIGNATURES 32
INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTARY SCHEDULES 33
PART I - BUSINESS AND GENERAL INFORMATION

Item 1. Business

Company Overview

COL Financial Group, Inc. ("COL", "COL Financial", or the "Parent Company") is a publicly listed
company in the Philippine Stock Exchange (“PSE”), incorporated on August 16, 1999.

COL Financial is widely recognized as the leading online stockbroker in the Philippines, serving over half
a million clients. Since launching the country’s first non-bank online trading platform in 2005, COL has
been at the forefront of democratizing stock market access. At a time when investing was largely limited
to a select few, COL broke barriers by leveraging technology and education to empower everyday Filipinos
to take control of their financial future.

To build investor confidence and promote financial literacy, COL invested in free seminars, research tools,
and educational resources, supporting self-directed investors with the knowledge they needed to make
informed investment decisions.

As the market evolved, so did COL. In 2010, the Parent Company launched a dedicated advisory team to
serve high-net-worth individuals and institutional clients. By 2014, COL expanded into the fund
distribution space, offering access to a broad range of local and global investment products.

In 2019, COL Investment Management Inc. (“CIMI”), COL’s asset management arm, was established to
provide professionally managed solutions tailored to the Filipino investor. In 2022 and 2023, CIMI
launched two in-house mutual funds, namely:

 COL Equity Index Unitized Mutual Fund, Inc. (“CEIUMF”)


 COL Strategic Growth Equity Unitized Mutual Fund, Inc. (“CSGEUMF”)

These funds reflect COL’s continued commitment to making expert-led investment solutions more
accessible to the public.

In 2024, COL made a strategic decision to wind down its Hong Kong operations thru COL Securities (HK)
Limited (“COLHK” or the “HK Subsidiary”). With the entry of large discount brokerage firms offering
near-zero commissions and a rapidly changing investment landscape, maintaining long-term viability
became increasingly difficult. The HK Subsidiary ceased trading operations on May 30, 2024, and is
expected to complete its deregistration by August 31, 2025.

Today, COL continues to be the most trusted online stockbroker in the Philippines, with a consistent focus
on technology innovation, investor empowerment, and financial education. As the financial industry
transforms, COL is evolving into a full-scale investment platform, enabling Filipinos to build, grow, track,
and protect their wealth across multiple asset classes, while staying true to its founding mission of financial
inclusion and empowerment.

Business Model

COL Financial is driven by the belief that every Filipino deserves the opportunity to live a richer life—
regardless of age, income level, or investment knowledge. Staying true to this mission, COL has made
investing more accessible to all, from seasoned market participants to first-time investors.

The business model of COL is anchored on creating long-term value for its customers by addressing their
evolving needs through financial education, a broad range of ethical products and services, and expert
insights. This approach ensures that clients are equipped with both the knowledge and the right investment
solutions to meet their financial goals—no matter where they are in their investing journey.

-2-
COL Financial generates a significant portion of its revenue from its core stock brokerage operations in the
Philippines. Its key revenue streams include:

 Commissions from stock trades,


 Interest income from margin financing,
 Trail fees from its fund distribution business, and
 Interest income from short-term placements.

Looking ahead, COL Financial remains focused on supporting Filipinos in building wealth by continuously
expanding its investment offerings, enhancing its technology-driven solutions, and solidifying its position
as the country’s leading online broker.

Products and Services

COL Financial takes pride in its array of value-driven products and services that are designed to provide
its customers with an optimal investing experience:

1. Investment Products

 Securities Trading

COL offers a robust online platform where customers can trade various securities listed on the PSE,
including common shares, preferred shares, warrants, exchange traded funds (“ETFs”), and real estate
investment trusts (“REITs”). This enables investors to easily access and manage a broad range of
investment options.

 Public Offerings & Rights Issues

Customers can participate in Initial Public Offerings (“IPOs”), and Follow-on Public Offerings
(“FOOs”), and Tender Offers through COL's online platform, with a seamless process that simplifies
payment remittances, making the subscription process more convenient.

 Fund Offerings thru the COL Fund Source

Through strategic partnerships with major asset management firms, COL offers access to over 70 local
and global mutual funds and unit investment trust funds (“UITFs”), providing a low-cost and
diversified investment avenue for customers. This service is ideal for those who prefer professional
management without actively managing their investments.

 Margin Lending

Eligible clients can leverage COL’s margin facility, borrowing funds to expand their investment
positions. This service allows clients to access more capital for trading without requiring the full cash
up front.

2. Investment Services

 Equity Advisory Services

COL provides personalized advisory services through both institutional business groups (IBG) and
high-net-worth client advisory teams. These services offer tailored investment strategies designed to
align with clients’ financial objectives and market conditions.

-3-
 Agency and Advisory Accounts

For clients seeking hands-on portfolio management, COL provides either managed accounts or
advisory services, depending on the client’s needs. This is particularly suited for high-net-worth
individuals looking for professional guidance in managing their investments.

3. Tools and Technology

 Online Platform & Mobile App

The full-service trading platform, complemented by a mobile app, allows clients to trade securities,
access research tools, and manage portfolios on-the-go.

 Research and Insights

COL provides in-depth research on stocks and funds, giving clients the necessary tools to make
informed investment decisions. This includes comprehensive company analysis, technical analysis,
and market briefings, empowering investors with insights to navigate the market.

 Automatic Investing

The Easy Investment Program (EIP) allows clients to automate their investments in stocks and funds,
promoting disciplined investing without the need for constant monitoring.

4. Education and Support

 Investor Education

COL prioritizes financial literacy through free seminars, webinars, and workshops. Educational
initiatives like the COL Conversations and Expert Huddle series, offer valuable insights for both
beginner and advanced investors. These programs help clients understand market dynamics and refine
their investment strategies.

 Digital Learning Platforms

COL leverages its social media channels and YouTube to provide accessible, on-demand content for
investors. These platforms also facilitate engagement, allowing clients to interact with experts and
peers.

 Customer Support

COL’s customer service is available via email, live chat, and social media to address any inquiries or
concerns. Specialized teams handle a variety of customer needs, ensuring a personalized and efficient
experience. This includes account-related transactions, technical support, and tailored assistance for
premium clients. COL continues to invest in expanding and improving its customer support channels
to enhance service delivery.

5. Customer-Centric Initiatives

 Investor Centers & Face-to-Face Support

In addition to its online services, COL maintains Investor Centers in key locations (Pasig, Cebu and
Davao) to provide personalized, face-to-face assistance for clients who prefer in-person interactions.
These centers serve as touchpoints for educational events, market updates, and customer support.

-4-
 Digital Communities

Through its active social media presence, COL engages with a wide base of investors, providing them
with market updates, educational content, and opportunities for direct interaction with the Parent
Company’s experts. COL’s digital channels have grown substantially, helping foster a sense of
community among Filipino investors.

Competitor Analysis

There are over 30 online stockbrokers in the Philippines, offering varying levels of services. Here is a
comparison of some of the features of COL against its three (3) nearest competitors:

Features COL Competitor 1 Competitor 2 Competitor 3


Online Trading Platform for Stocks Stocks, Mutual Stocks, Mutual
Stocks, UITF Stocks only
and Mutual Funds Funds & UITF Funds & UITF
Real-Time / Streaming Data Yes Yes Yes Yes
Charting Functions Yes Yes Yes Yes
Research Reports Yes Yes Yes Yes
0.25% Commission Yes Yes Yes Yes
Mobile App Yes Yes Yes Yes
Dollar-Denominated Investing No Yes Yes Yes
Margin Facility Yes Yes No No
Broker-Assisted Service Yes Yes Yes Yes
Demo Accounts Yes Yes Yes No
Free Seminars Yes Yes Yes Yes

COL Financial is well-equipped to compete effectively and maintain its leadership position in the market
for the following reasons:

1. Experienced Management: COL is managed by stock market veterans with extensive


experience and expertise in the industry, providing strong leadership and strategic direction.

2. Customer-Centric: COL is committed to continually improving the customer experience and


constantly innovating to better serve the clients’ evolving needs. This focus on serving our
clients first enables COL to stay ahead of its peers and deliver enhanced value to its clients.

3. Trust of Clients: With over 550,000 clients as of end 2024, COL has earned the trust of a
significant number of investors using its products and services. This reflects COL's credibility
and reputation in the market.

4. Client Education: COL invests in educating its clients, providing research, guidance, and
expert advice through its face-to-face events, website, and other online channels. This
commitment to client education ensures that clients and the general investing public are well-
informed and guided in their investment journey.

5. Wide Reach: COL has a strong online presence and investor centers in key cities, allowing it
to have extensive touchpoints with its clients for excellent service. Moreover, through its
financial literacy advocacy programs, COL effectively reaches a broad audience, promoting
investment awareness among Filipinos on a larger scale.

6. Fund Distribution Platform: COL’s fund platform offers a wide variety of pre-selected global
and local mutual funds and UITFs from the top fund providers in the country. This gives COL’s
customers a wider range of investment products for their different investing needs and
preferences, in addition to making it easier for clients to invest in both stocks and funds using
only one platform.

-5-
Business Strategy

COL Financial is committed to building long-term, sustainable growth by putting investors at the center of
its strategy. As a leading financial services provider, COL focuses on empowering Filipinos to achieve
financial independence through accessible, innovative, and value-driven investment solutions. This
strategy is built on five core pillars:

1. Accessibility

COL is committed to breaking barriers in investing by offering a secure, seamless, and user-friendly
online platform. COL continuously enhances its digital infrastructure to ensure a reliable and intuitive
investing experience, making wealth-building accessible to a broader audience.

2. Investor Education

Recognizing that informed investors make better decisions, COL actively promotes financial literacy.
Through educational campaigns, seminars, research reports, and multimedia content, the company
provides clients with the knowledge and tools necessary to navigate the markets confidently.

3. Data-Driven Insights and Research

Comprehensive market research and timely investment analysis form the foundation of COL Financial’s
value proposition. By delivering data-driven insights, market trends, and actionable strategies, COL
enables investors to make well-informed financial decisions aligned with their goals.

4. Customer-Centric Product Innovation

To meet the evolving needs of investors, COL Financial continuously explores opportunities to expand
its product offerings. With a focus on managed portfolios and new investment solutions, COL is
committed to innovation that empowers clients at every stage of their financial journey.

5. Operational Excellence and Efficiency

Sustainable growth requires disciplined execution. COL Financial optimizes resources, streamlines
operations, and enhances risk management frameworks to improve efficiency and deliver long-term
shareholder value. Its focus on scalability ensures high service standards and financial strength as it
grows.

Customers

The business of COL is not dependent upon a single customer or a few customers that a loss of any one of
them would have a material adverse effect on COL and its subsidiaries taken as a whole. Further, there is
no customer that accounts for, or based upon existing transactions, will account for 20.00% or more of
COL’s total sales.

Patents, Trademarks, Licenses, Franchises, Concessions or Royalty Agreements

The Parent Company filed the following applications for registration of trademark with the Intellectual
Property Office (“IPO”):

Mark Date of Application Status and Validity


1. “CitisecOnline” April 13, 2012 Approved; Registration up to February 8, 2033
2. “EIP” September 22, 2014 Approved; Registration up to January 15, 2035
3. “Richer Life” September 24, 2014 Approved; Registration up to January 15, 2035
4. “Fund Source” March 19, 2015 Approved; Registration up to September 24, 2035
-6-
Mark Date of Application Status and Validity
5. “C” (COL Logo) March 19, 2015 Approved; Registration up to July 2, 2025
6. “Investing Together” January 11, 2019 Approved; Registration up to November 14, 2029
7. “COL” May 24, 2019 Approved; Registration up to September 13, 2029

COL believes, however, that its operation is not contingent on the effectivity of its trademark registered
with the IPO. The Parent Company further believes it can continue with its operations under any other
trademark.

Transactions with and/or Dependence on Related Parties

In the ordinary course of business, COL executes certain customer transactions through CTS Global Equity
Group, Inc., a related party with common stockholders.

The Parent Company also provides administrative support to its local subsidiaries: CIMI, CEIUMF, and
CSGEUMF. Additionally, COL receives trail fees from CIMI for the distribution of the mutual funds it
manages.

All other transactions involving COL Financial and its subsidiaries with directors, major stockholders, or
companies affiliated with them are related to its brokerage business. These transactions, including trading
activities, are executed, priced, and settled on arm’s length terms, similar to how COL would engage with
unrelated parties. This policy ensures that COL operates impartially, preventing any conflicts of interest
which may adversely affect the interests of all stockholders.

To further mitigate potential conflicts of interest and uphold fairness, any material related party transactions
must adhere to the Parent Company’s Related Party Transactions Policy. Such transactions require the
approval of two-thirds of the Board of Directors (“BOD”), including a majority vote from independent
directors.

Government Regulation

The securities industry in the Philippines is heavily regulated. As a broker/dealer, COL is required to adhere
to rules set by several authorities, including the SEC, PSE, the Bureau of Internal Revenue (“BIR”), the
Capital Markets Integrity Corporation (“CMIC”) and the Anti-Money Laundering Council (“AMLC”).
Any changes to these regulations or their enforcement could impact COL’s operations and profitability.

COL does not currently solicit orders from customers. Should it decide to engage in this activity in the
future, it would be subject to additional regulations governing sales practices.

Broker/dealers must also comply with the SEC’s Risk-Based Capital Adequacy Ratio (“RBCA”)
requirements, which ensure that a firm’s liquid capital is sufficient to cover its risks. COL must maintain a
minimum RBCA of 110.00% and net liquid capital of at least ₱5.00 million. Failure to meet these standards
could result in the suspension or loss of its broker/dealer license. Furthermore, any changes to these
regulations could restrict operations that require significant capital, such as trading, and limit COL’s ability
to pay dividends, service debt, or redeem shares. Large financial losses or a significant reduction in capital
could also hinder COL’s growth.

In addition, COL’s subsidiaries, CIMI, CEIUMF, and CSGEUMF, are regulated by the SEC and must
comply with the Investment Company Act and the Securities Regulation Code (“SRC”).

This regulatory framework is crucial in ensuring COL operates within the bounds of the law, but it also
presents challenges as new rules or enforcement changes can impact its business strategies and operations.

-7-
Employees

The actual number of full-time employees of COL and its subsidiaries for 2024 and the projected number
of employees for 2025 to complement its operational requirements are broken down as follows:

2025 2024
Executives 3 3
Senior Officers 16 16
Junior Officers 58 53
Professional/Technical/Others 106 88
TOTAL 183 160

The employees of both the Parent Company and its subsidiaries are not subject to any collective bargaining
agreements (CBA).

Risk Factors and Risk Management

Operating in the stock brokerage and fund distribution industry presents a range of risks that require
proactive management and strategic mitigation. These risks include:

Market and Economic Risks

The business is highly sensitive to market conditions, economic cycles, and investor sentiment. Periods of
market volatility, economic downturns, and geopolitical uncertainties can lead to lower trading volumes,
reduced investor participation, and revenue fluctuations.

Regulatory and Compliance Risks

The industry is subject to stringent regulatory oversight, with evolving policies from financial regulators.
Changes in regulations, tax laws, or compliance requirements may impact operations, increase costs, or
impose restrictions on product offerings.

Technology and Cybersecurity Risks

As a digital-first platform, system reliability, data security, and technological advancements are critical.
Cyber threats, data breaches, and system downtimes could impact client trust and business continuity.
Keeping pace with technological innovations is essential to maintaining competitive advantages.

Competitive and Industry Risks

The rise of new financial technologies, alternative investment platforms, and competitive brokerage
services pose a risk to market share. Differentiation through innovation, client-centric solutions, and
enhanced user experience is crucial to sustaining growth.

Liquidity and Financial Risks

A decline in trading volumes or assets under management could affect revenue streams. Additionally,
fluctuations in interest rates and inflation may impact profitability and operational costs.

Client Behavior and Retention Risks

Investor preferences and behaviors are evolving, driven by access to financial information, investment
trends, and economic shifts. Ensuring strong client engagement, financial education, and personalized
services is essential to maintaining and growing the client base.

-8-
Operational and Talent Risks

Efficient execution of transactions, robust risk management frameworks, and operational excellence are
vital. Additionally, attracting, developing, and retaining skilled professionals in an evolving financial
landscape remains a challenge, particularly in specialized areas like wealth management and investment
advisory.

To safeguard its business and continue delivering value to clients, COL has implemented the following
proactive risk management strategies, among others:

Regulatory Compliance and Governance

 COL maintains strict adherence to financial regulations through a dedicated compliance team that
monitors regulatory developments and ensures timely implementation of necessary adjustments.
 Regular coordination with regulators and industry bodies allows COL to stay ahead of evolving
compliance requirements.

Market Resilience and Client Engagement

 COL actively educates investors through regular market briefings, research reports, and financial
literacy programs, ensuring clients remain engaged even in volatile markets.
 To diversify investment options, COL Fund Source offers a broad selection of mutual funds and
UITFs, allowing clients to explore alternative investment opportunities beyond stocks.

Technology and Cybersecurity Enhancements

 Significant investments have been made in IT infrastructure, including enhanced cybersecurity


measures, system redundancies, and continuous penetration testing to safeguard client data and
platform security.
 A dedicated cybersecurity team regularly assesses potential threats and updates security protocols
to protect against cyberattacks.

Operational Efficiency, Talent Development, and Retention

 COL continuously improves its internal processes through automation, ensuring operational
accuracy and efficiency.
 Recognizing the importance of attracting and retaining talent, COL invests in leadership
development programs, training initiatives, and competitive compensation packages to build a
strong and capable workforce.
 Employee engagement programs and succession planning ensure business continuity and a
sustainable talent pipeline.

Competitive Positioning and Revenue Diversification

 COL is expanding its wealth management services and broadening its product offerings to cater to
a wider range of investors.
 Personalized investment solutions, enhanced customer support, and data-driven insights help
deepen client relationships and strengthen retention efforts.

While these mitigation strategies address key risks, this list is not exhaustive. The financial services
industry is continuously evolving, requiring COL to remain agile, forward-thinking, and responsive to
emerging threats and opportunities. By reinforcing its compliance efforts, investing in technology,
strengthening its workforce, and deepening client engagement, COL ensures that it remains well-positioned
as the most trusted investment service provider in the Philippines.

-9-
Item 2. Properties

Leased Properties

The following table shows the list of properties being leased by the Parent Company as of December 31,
2024:

Purpose Location No. of Units


Mixed-use (front office, back office) Metro Manila 16
Mixed-use (back office, storage) Central Luzon 2
Investor center Cebu 1
Investor center Davao 1

COL prioritizes the upkeep of its offices and storage facilities to provide a conducive environment for both
its employees and customers.

The premises are covered by lease arrangements typically for a period of one (1) to three (3) years and
expiring at various dates. The lease on the properties is renewable upon mutual agreement of the parties.

Owned Properties

In 2017, COL purchased an office space at the PSE One Bonifacio High Street in Taguig City with an
initial cost of =
P17.50 million. This office space is being held for capital appreciation.

COL’s other properties consist of various computer equipment and related accessories as well as
proprietary software developed specifically for its online trading operations. COL directly owns a Trading
Right in the PSE.

Limitations on Properties

Aside from the lease agreements mentioned above, COL’s properties are free from any mortgage, lien, or
encumbrance.

Properties to be Acquired

The Parent Company has appropriated a budget of P


=100.00 million from its Retained Earnings for its 5-
year IT development plan and expansion program which is expected to be completed by 2027. As of
December 31, 2024, the Parent Company already utilized and reversed P
=27.14 million from the original
appropriation.

Item 3. Legal Proceedings

COL is not involved in any legal proceedings that it considers as material, pending or threatened against
it, its directors, any nominee for election as director, executive officer, underwriter or control person of
COL or in which any of COL's property is the subject.

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

There were no matters submitted to a vote of security holders during the fourth quarter of the fiscal year
covered by this annual report.

- 10 -
PART II - OPERATIONAL AND FINANCIAL INFORMATION

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

Market Information

The common shares of COL Financial were listed on the PSE on July 12, 2006, under the ticker symbol
"COL". As of December 31, 2024, the total number of outstanding shares increased to 5,949,999,998
following the payment of a 25.00% stock dividend on November 14, 2024. This resulted in an increase in
the number of shares by 1,189,999,998 and a market capitalization of P
=9.82 billion as of end 2024, based
on the closing price of =
P1.65 per share.

The adjusted high and low sales prices of COL shares, reflecting the stock dividend, for each quarter over
the past two (2) years are as follows:

2024 2023
High Low High Low
st
1 Quarter 2.14 1.68 2.58 2.27
2nd Quarter 1.94 1.70 2.48 2.28
3rd Quarter 1.88 1.65 2.45 2.33
4th Quarter 2.18 1.55 2.37 1.95

As of March 31, 2025, the closing price of COL shares is =


P1.58 per share.

Holders of Common Equity

As of February 28, 2025, there are 31 holders of common shares of COL. The top 20 common shareholders
of the Parent Company are as follows:

Percentage of Total
No. of Common
Name Shares Outstanding
Shares Total
held by each
1 PCD Nominee Corporation 5,079,951,187 85.3773
2 Lee, Edward K. 778,125,000 13.0777
3 Ang, Valentina L. 62,500,000 1.0504
4 Lee, Lydia C. 12,500,000 0.2101
5 Tan, Jessalynn L. 12,500,000 0.2101
6 Lim, Hernan G. 1,250,000 0.0210
7 Yu, Raymond C. 1,250,000 0.0210
8 Han, Paulwell 1,250,000 0.0210
9 Barretto, Serafin Jr. P. 150,000 0.0025
10 Estacion, Manuel S. 125,000 0.0021
11 Yu, Wellington C. Or Yu, Victoria O. 125,000 0.0021
12 Villanueva, Myra P. 75,000 0.0013
13 Filio, Sernando 62,500 0.0011
14 Gara, Rosario 62,500 0.0011
15 Khoo Boo Boon 12,500 0.0002
16 Hapi Iloilo Corporation 12,500 0.0002
17 Litman, Joel A. 12,500 0.0002
18 Guerzon, Maria Carmen 8,350 0.0001
19 Villanueva, Milagros P. 6,250 0.0001
20 Villanueva, Myrna P. 6,250 0.0001
TOTAL 5,949,984,537 99.9997
- 11 -
Dividends

a. Cash Dividends

The BOD, in its meeting held on April 26, 2007, approved a policy of declaring an annual regular cash
dividend of 20.00% of its net income. The payment of dividends shall be taken out of the
unappropriated retained earnings of the Parent Company. There are no restrictions that limit payment
of dividends on common shares.

The following is a summary of the cash dividend declared and distributed by the Parent Company in
2023 and 2024:

Amount /
Year Type Ex-Date Record Date Payment Date
Share
=0.0186
P Regular May 16, 2024 May 17, 2024 June 5, 2024
2024
=0.0465
P Special May 16, 2024 May 17, 2024 June 5, 2024
=0.0114
P Regular May 11, 2023 May 16, 2023 June 2, 2023
2023
=0.0306
P Special May 11, 2023 May 16, 2023 June 2, 2023

b. Stock Dividends

The BOD and the stockholders, in their meetings held on August 16, 2024, and September 27, 2024,
respectively, approved the declaration of a 25.00% stock dividend, equivalent to = P119,000,000 or
1,189,999,998 common shares with a par value of P =0.10 per share. The dividend was sourced from
the Parent Company’s authorized and unissued capital stock and was distributed on November 14,
2024. Fractional shares resulting from the issuance were settled in cash, based on the closing price on
the record date and computed up to two (2) decimal places.

Recent Sales of Unregistered or Exempt Securities

There was no sale of unregistered or exempt securities as of December 31, 2024.

Discussion on Compliance with leading practice on Corporate Governance

a. Compliance with the Parent Company’s Corporate Governance Manual is being monitored
regularly by the Compliance Officer. Orientation and workshop meetings are held to operationalize
the Manual. As a guide, the Parent Company uses the Corporate Governance Scorecard for
Publicly-listed Companies as its evaluation system to measure level of compliance with its Manual.

b. A continuing and on-going review and evaluation of the Parent Company’s key result areas and
key performance indicators of all its departments are being closely monitored to ensure that
measures are being undertaken to fully comply with the Company’s adopted leading practices on
good governance.

c. There are no deviations from the Parent Company’s Manual on Corporate Governance that it is
aware of.

d. The Parent Company continues to review and evaluate its policies and measures being undertaken
to continue to adhere to the principles and practices of good corporate governance.

- 12 -
Item 6. Management Discussion and Analysis (MD&A) of Financial Condition and Results of
Operations

The following discussion provides a detailed analysis of the financial performance, business drivers, and
strategic direction of COL Financial and its subsidiaries collectively referred to as (“the Group”). It is
intended to give stakeholders a clear understanding of the factors influencing the Group’s financial results,
as well as insights into industry trends and COL’s positioning within the market.

This section should be read in conjunction with the audited consolidated financial statements included in
this report, along with other relevant disclosures that provide further context on COL’s financial condition
and operational performance.

Industry and Economic Review

The Philippine market continued to suffer from heightened volatility in 2024, with the PSEi ending the
year up by only 1.20%.

Market performance was weak in the first half of the year amid concerns over rising inflation, both
domestically and in the United States. However, local stocks rallied strongly in the third quarter due to
growing confidence that the Federal Reserve System (“Fed”) would start cutting rates in September. The
market rally in the third quarter was further supported by declining domestic inflation and the unexpected
announcement of the Bangko Sentral ng Pilipinas (“BSP”) of a fourth-quarter reduction in banks’ reserve
requirement ratio.

Unfortunately, the market’s strong performance in the third quarter was not sustained for the rest of the
year. Sentiment for Philippine stocks were negatively affected by the release of weaker than expected third
quarter Gross Domestic Product (“GDP”) growth and corporate earnings results.

Donald Trump’s victory in the U.S. presidential election exacerbated market volatility. Bond rates surged
while the U.S. dollar strengthened due to concerns that his plans to increase tariffs, reduce taxes, and
implement stricter immigration enforcement would lead to higher inflation, higher government deficits and
debts, pressuring the Fed to maintain interest rates elevated.

Although the Philippines is not too vulnerable to higher tariffs being a domestically driven economy, higher
U.S. rates and the stronger dollar would hurt BSP’s ability to cut rates. The resulting weakness of the peso
also made Philippine stocks less attractive to foreign investors who are vulnerable to foreign exchange
risks. Consequently, the PSEi gave back all its gains in the third quarter to close the year having hardly
changed compared to the previous year.

Average daily value turnover in the PSE remained very thin at = P6.10 billion. Foreign investors also
remained net sellers despite momentarily turning into net buyers during the third quarter, with total net
selling amounting to P
=25.25 billion in 2024.

Business Review

1. Key Performance Indicators

COL Financial remains focused on maximizing profitability through the strategic allocation of
resources, with the overarching goal of enhancing shareholder value. To ensure sustainable growth, it
continuously evaluates the effectiveness of its corporate initiatives and key performance indicators,
which serve as critical benchmarks in assessing the success of its financial and operational strategies.

- 13 -
Outlined below are some of the key performance indicators used to measure the Group’s progress:

2024 2023
Number of Customer Accounts* 553,098 530,695
Customers’ Net Equity (in millions) =117,061.93
P =107,112.56
P
Revenues (in millions) =1,193.75
P =1,091.82
P
Return on Average Equity (ROE) 21.51% 20.66%
Risk Based Capital Adequacy Ratio* 695.77% 632.06%
Liquid Capital** (in millions) HKD3.48 HKD4.26
*Parent Company only
**HK Subsidiary

COL’s client base continued to expand, adding 22,403 new accounts from its Philippine operations,
reflecting a 4.22% year-on-year increase, bringing the total to 553,098 as of the end of 2024. The strong
market performance in the third quarter, along with targeted marketing initiatives focused on dividend
stocks, fixed-income funds, and global investment products, contributed to client acquisition despite the
overall muted performance of the PSEi.

Customers’ net equity rose by 9.29% to = P117.06 billion by year-end, driven by net inflows from both
new and existing investors, as well as dividend payouts from listed companies. The PSEi, however,
closed the year only marginally higher by 1.20%.

Revenues grew by 9.34% to = P1.19 billion, reflecting increases across all major income streams,
including commissions, interest income, and trail fees.

The combination of revenue growth, controlled operating expenses, and lower income tax provisions
resulted in a 14.08% increase in net income, reaching =
P485.55 million. Consequently, return on equity
(ROE) improved to 21.51% in 2024, up from 20.66% in 2023.

COL Financial and its HK Subsidiary remained fully compliant with regulatory requirements in both
jurisdictions. As of year-end 2024, the Parent Company’s RBCA Ratio stood at 695.77%, significantly
above the minimum requirement of 110.00%. Meanwhile, COLHK maintained HKD3.48 million in
liquid capital, exceeding the regulatory threshold of HKD3.00 million or 5.00% of adjusted liabilities.

2. Other Financial Soundness Indicators

2024 2023 Formula


Profitability ratios:
Return on assets 3.93% 3.36% Net income/Average assets
Net profit margin 40.73% 39.07% Net income/Net sales
Solvency and liquidity ratios:
Current ratio 1.14 1.11 Current assets/Current liabilities
Debt to equity ratio 4.46 4.91 Total liabilities/Ave. stockholders’ equity
Quick ratio 1.13 1.11 Liquid assets/Current liabilities

3. Material Changes in Financial Condition

a. 2024 vs. 2023

Consolidated assets grew modestly by 1.04% year-on-year, reaching =


P12.45 billion as of the end of
2024.

- 14 -
Cash and cash equivalents, including cash in segregated accounts and short-term time deposits,
primarily consisting of bank deposits and special time deposits, rose by = P40.17 million or 0.42%,
bringing the total to =P9.70 billion. This accounted for 77.95% of the Group’s total assets.
Meanwhile, investment securities at amortized cost, composed mainly of Treasury bills and bonds,
declined by 4.02% to P=1.34 billion. The shift toward higher cash reserves was a strategic decision to
take advantage of more attractive yields from time deposits compared to government and corporate
debt securities.

Financial assets at fair value through profit or loss (“FVTPL”) rose by 11.11% to = P101.16 million,
primarily driven by the mutual fund subsidiary’s increased investments in money market mutual
funds. This shift reflects the Group’s strategy of maintaining liquidity while waiting for the right
opportunity to deploy capital into equities. By prioritizing highly liquid, low-risk placements, COL
ensures that funds remain readily available while still earning competitive returns. This approach
enables the Group to maximize investment flexibility and take advantage of market opportunities as
they arise. It also mitigates exposure to short-term market volatility, preserving capital while
positioning for future growth.

Total trade receivables increased by 13.07% to = P995.01 million, primarily driven by a 15.98% rise
in receivables from customers to = P994.93 million. Margin receivables grew by 16.88% to
=968.40 million, reflecting higher client demand for leveraged trading. These increases were
P
partially offset by the decline in receivables from the clearing house and other brokers, both of which
were fully settled by year-end. Receivables from the clearing house decreased as the Parent
Company’s customers were in a net buying position during the last two trading days of 2024.
Meanwhile, receivables from other brokers were fully collected and returned to COLHK clients in
line with its dissolution process.

Other receivables increased by 13.42% to = P104.42 million, largely driven by a 301.12% surge in
mutual fund redemption proceeds to = P17.55 million. This sharp rise reflects increased client
redemptions, likely influenced by market volatility, shifting risk appetites, or liquidity needs.
Meanwhile, accrued interest on investments declined by 2.11% to P =75.70 million, primarily due to
lower interest rates and investible funds.

Prepayments increased by 19.36% to = P10.52 million, primarily driven by a 23.23% rise in prepaid
insurance to =
P3.27 million due to higher premiums paid during the year. Other prepayments also
grew by 31.83% to P =6.59 million, reflecting increased fees paid to certain service providers. These
increases were partially offset by a 43.43% drop in prepaid taxes to =P0.66 million.

Property and equipment declined by 13.50% to P =62.03 million as depreciation and amortization
expenses of =P37.65 million outpaced capital expenditures and additions to right-of-use (“ROU”)
assets, which amounted to P
=17.32 million and P
=10.88 million, respectively.

Trade payables decreased slightly by = P58.64 million or 0.59% to =


P9.84 billion year-on-year. This
was largely due to the 1.14% decrease in clients’ undeployed funds. Outstanding payables to the
clearing house increased to =
P54.21 million as the Parent Company’s customers were in a net buying
position during the last two trading days of 2024.

Other current liabilities were higher by 33.28% at P =167.52 million. This was largely due to the
301.12% jump in mutual fund redemption proceeds to P =17.55 million and the 136.80% increase in
unposted customers’ deposits to P
=18.08 million. Accrued expenses and management bonuses, which
were paid in January 2025, and related taxes due to the BIR likewise increased by a total of 17.64%
to P
=117.30 million.

Net deferred income tax positioned as an asset of P=14.34 million as of end 2024, compared to a
liability of =
P10.11 million as of end 2023. This shift was primarily due to the Parent Company’s
recognition of deferred tax assets amounting to =
P29.02 million on its net operating loss carry-over

- 15 -
(“NOLCO”) and P =21.73 million on accrued retirement liability. Based on Management's projections,
these deferred tax assets are expected to be fully utilized through the itemized deduction method,
which will offset taxable income in future periods. These were partially offset by the recognition of
a deferred tax liability of P
=24.74 million on the expected gain from the liquidation of the Hong Kong
subsidiary.

Stockholders’ equity was up 7.76% to =


P2.36 billion due to the booking of =
P485.55 million in net
income, partly offset by the payment of =
P309.88 million worth of cash dividends by the Parent
Company. In 2024, the Parent Company also declared and paid stock dividends worth
=119.00 million.
P

b. 2023 vs. 2022

COL’s asset base fell by 5.84% to =


P12.32 billion as of end 2023 compared to its end 2022 level.

Cash and cash equivalents, cash in a segregated account and short-term time deposits composed
mainly of cash in banks and special time deposits were lower by 8.17% to = P9.66 billion as of end
2023. The said amount was equivalent to 86.67% of COL’s current assets. Cash and cash equivalents
fell as more funds were placed in government securities to lock in higher rates. Consequently,
Financial assets at FVTPL and Investment securities at amortized cost which reflect investments in
Treasury bills and bonds increased by 36.64% to =
P1.48 billion from =
P1.09 billion as of end 2023 and
2022, respectively. Cash and cash equivalents also fell as customers kept a smaller portion of their
portfolios in cash.

Total trade receivables were down by 26.17% to = P880.01 million. Trade receivables fell as
outstanding margin loans dropped by 4.76% year-on-year to P =828.56 million. Receivables from
clearing house also fell sharply by 90.50% to =
P10.89 million as there were less selling orders as of
end 2023 compared to end 2022. Receivables from other broker likewise dropped by 75.58% to
=11.56 million.
P

Other receivables increased by 40.70% to = P92.06 million. This was mainly due to the 45.87%
increase in accrued interest to P
=77.33 million brought about by the steep rise in interest rates on time
deposits.

Receivables from fund houses also increased by 113.82% to = P4.37 million as the value of
redemptions were higher in end 2023 compared to the same period in 2022.

Prepayments increased by 15.64% to = P8.81 million, mainly due to the 428.19% jump in prepaid
taxes to =
P1.20 million. This was brought about by the payment of final taxes on Treasury bills that
were purchased in the fourth quarter of 2023 and will mature in the first half of 2024. Prepaid
insurance also increased by 13.56% to P
=2.70 million.

Property and equipment decreased by 24.37% to P =71.71 million. Depreciation expense reached
P44.94 million and was larger than the amount of capital expenditures and the addition to ROU
assets amounting to only =
P10.29 million and =
P11.56 million, respectively.

Trade payables decreased by 9.10% to P =9.90 billion year-on-year. This was largely due to the 8.08%
drop in clients’ undeployed funds. Payables to clearing house fell to zero as the Parent Company’s
customers were in a net selling position during the last two trading days of 2023.

Other current liabilities rose 18.65% to P


=125.68 million, primarily due to higher accrued expenses
and management bonuses, which were paid in January 2024, along with increased taxes payable to
the BIR. Additionally, mutual fund redemption proceeds surged 112.59% to = P4.37 million. These
increases were partially offset by a 32.61% decline in unposted customer deposits and a 20.15%
reduction in trading fees payable.

- 16 -
Stockholders’ equity was up 11.03% to =
P2.19 billion due to the booking of P
=425.63 million in net
income, partly offset by the payment of =
P199.92 million worth of cash dividends by the Parent
Company.

4. Material Changes in the Results of Operations

a. 2024 vs. 2023

Consolidated revenues grew 9.34% to = P1.19 billion in 2024, as all major revenue streams posted
gains. Commission revenues increased 15.99% to P =382.31 million, driven by a 23.80% rise in the
Parent Company’s average daily value turnover to = P607.86 million, despite the PSE’s overall
average daily value turnover remaining steady at =
P6.10 billion. This propelled COL’s ranking in the
PSE (by value traded) to fourth place in 2024, up from 11th in 2023.

Interest income grew at a slower pace of 7.04% to = P758.36 million. The 2.38% increase in interest
income from customers to = P70.70 million was driven by higher margin utilization, while a 50-basis
point rise in average interest rates led to a 7.55% increase in interest income from banks and fixed
income assets to P=687.67 million. Meanwhile, trail fees rose 10.33% to = P24.24 million, primarily
due to the expansion of assets under administration (“AUA”) in the Parent Company’s fund
distribution business.

Cost of services (“COS”) increased 8.34% to P =303.72 million, mainly due to a 16.41% rise in
personnel costs and a 5.21% increase in professional fees, which together accounted for 49.41% of
COS. Commission expenses and stock exchange dues and fees, both tied to trading volume, rose
25.61% and 20.46%, respectively, driven by the 19.80% increase in the Parent Company’s
consolidated value turnover. These cost increases were partially offset by a 25.60% decline in
depreciation and amortization under COS to P =20.93 million, following the full depreciation of
servers purchased in 2018.

Aggregated personnel costs under COS and operating expenses rose 12.30% to = P282.56 million,
representing the largest share of total expenses at 49.16%. This increase was driven by new hires to
support the Group’s manpower needs, salary adjustments for existing employees, and higher bonuses
to retain key talent and remain competitive. Total professional fees across COS and operating
expenses rose 4.74% to =P56.66 million, accounting for 9.86% of total expenses, mainly due to higher
IT security contract renewals, increased audit fees, and additional consultancy services.

Depreciation and amortization under COS and operating expenses declined 14.83% to
=40.36 million, as capital expenditures and additions to ROU assets amounted to only =
P P17.32 million
and P
=10.88 million, respectively. The full depreciation of the 2018 server purchases in the first half
of 2024 further contributed to the reduction in expense.

Commission expenses increased 25.61% to P =33.32 million, driven by the growth in agency-led
trading volume, while stock exchange dues and fees rose 20.46% to P
=30.24 million, in line with the
Parent Company’s higher consolidated value turnover.

Operating expenses, which are mostly fixed, increased 10.61% to = P271.09 million. The rise was
largely due to higher personnel costs (+10.05%), advertising and marketing expenses (+54.47%),
trainings, seminars, and meeting expenses (+208.18%), and insurance expenses (+19.25%).
Advertising and marketing expenses increased primarily due to costs related to the Parent
Company’s foreign counterparties, whose marketing agreements only began in December 2023.
Expenses for trainings, seminars and meetings rose significantly due to various workshops and
programs conducted as part of the Group’s commitment to the professional training and development
of its employees and agents. Meanwhile, the increase in insurance expenses was primarily due to
higher premiums upon the renewal of the group health insurance for employees.

- 17 -
Provision for income taxes declined 1.90% to P =128.37 million, primarily due to the recognition of
the Parent Company of deferred tax assets amounting to P =29.02 million on its NOLCO and
=21.73 million on retirement liabilities. This was partially offset by the booking of deferred tax
P
liabilities of P
=24.74 million on the gain that is expected to be realized upon the completion of the
dissolution procedures of its Hong Kong subsidiary.

Given these factors, operating income increased 9.27% to P=618.95 million, while pre-tax profit rose
10.32% to =
P613.92 million. Ultimately, consolidated net income grew at a faster pace of 14.08% to
=485.55 million, benefiting from the lower tax provision.
P

b. 2023 vs. 2022

Consolidated revenues in 2023 rose 30.60% to = P1.09 billion, driven by a 110.64% surge in interest
income to P =708.47 million, which offset a 26.27% decline in commission revenues to
=329.60 million. Margin utilization improved, boosting interest income from lending by 21.50%,
P
while rising rates pushed income from placements up 128.76%. The PSE’s average daily value
turnover fell 31.30% to P
=5.31 billion, leading to a smaller market share for local investors at 47.70%
from 59.92% in 2022. Trail fees dipped slightly by 0.65% to P =21.97 million due to a shift in mutual
fund asset mix, with the share of higher-earning local equity and index funds declining to 76.10%
from 80.00% in 2022.

COS remained flat at P =280.33 million. Personnel costs and professional fees, comprising 47.51% of
COS, increased by 14.89% and 4.93%, respectively, but were offset by lower trading-related
expenses. Commission expenses and stock exchange dues, which track value turnover, fell 11.01%,
while depreciation and amortization under COS declined 11.83% to = P28.13 million. Consolidated
personnel costs under COS and operating expenses rose 12.66% to P =251.62 million, mainly due to
higher bonuses reflecting stronger earnings while professional fees rose 4.57% to P =54.10 million,
attributed to IT security contract renewals and additional marketing and IT consultancy services.

Operating expenses increased 8.31% to = P245.08 million, driven by an 11.47% rise in personnel costs
and higher repairs, maintenance, and representation expenses. Repairs and maintenance surged
91.34% to P =2.17 million due to additional servicing of data center air-conditioning units.
Representation and entertainment expenses jumped 271.80% to = P3.37 million, reflecting efforts to
expand the institutional business. Rental expenses increased 276.01% to P=1.40 million as COLHK’s
short-term lease renewal was recorded as a direct rental expense. Stock exchange dues and fees
declined 26.75% to = P25.10 million, reflecting reduced trading activity, while communication
expenses fell slightly by 2.68% to =P40.63 million. Depreciation and amortization across COS and
operating expenses fell 10.38% to = P47.39 million as capital expenditures were limited to
₱10.29 million, primarily incurred in the last quarter.

The provision for income taxes rose 73.19% to P


=130.86 million due to higher final taxes on interest
income from bank deposits and fixed-income assets. Given these movements, operating income
grew 71.78% to P =566.42 million, pre-tax profit climbed 75.10% to P =556.48 million, and
consolidated net income surged 75.69% to =
P425.63 million.

5. Other Matters

a. COL is not aware of any known trends, demands, commitments, events, or uncertainties that would
have a material impact on the Group’s liquidity. The Group has not defaulted on its obligations,
which primarily arise from withdrawals made by customers. Furthermore, the obligations of the
Parent Company are fully funded in compliance with SRC Rule 49.2. As COLHK is in the process
of dissolution and all customer funds have been returned, COLHK is no longer required to maintain
a fund for the exclusive benefit of its customers.

- 18 -
b. COL is not aware of any events that will trigger direct or contingent financial obligation that is
material to the Group, including any default or acceleration of an obligation.

c. COL is not aware of any material off-balance sheet transactions, arrangements, obligations
(including contingent obligations) and other relationships of the Group with other persons created
during the reporting period.

d. COL is not aware of any material commitments for capital expenditures.

e. COL is not aware of any known trends, events, or uncertainties that have had or that are reasonably
expected to have a material favorable or unfavorable impact on net sales or revenues or income from
continuing operations of the Group.

f. COL is not aware of any significant elements of income or loss that did not arise from the Group’s
continuing operations.

g. COL is not aware of any seasonal aspects that had a material effect on the financial condition or
results of operations of the Group.

Prospects for the Future

1. Near-Term Prospects

Stockbrokers in the Philippine stock market are expected to enjoy a better year in 2025. Economic
growth is expected to accelerate this year as inflation and interest rates are already on the way down,
helping both consumer spending and investments to grow at a faster pace. The economy should also
benefit from the mid-term elections as GDP growth has historically been stronger during election years.
The Philippines is also a domestically driven economy, making us less vulnerable to a potential trade
war with the U.S. Finally, Philippine stocks are very cheap in terms of valuation and are under owned
by foreign investors, implying significant capital appreciation potential.

The stronger performance of the Philippine stock market in 2025 should lead to higher value turnover,
benefiting stockbrokers through higher commissions. Demand for mutual funds should likewise
increase, leading to higher management fees for COL’s newly launched funds, and higher trail fees for
its fund distribution business.

2. Medium to Long-Term Prospects

The medium to long term outlook of the Philippine market remains very attractive. The economy and
earnings of listed companies should benefit from the country’s above average growth pace, brought
about by its favorable demographics, fast-growing BPO sector and resilient OFW remittances.

The PSE also has various initiatives that should help boost activity in the local stock market. Among
them are the relaxation of listing rules and allowing short selling. Coupled with the very low penetration
rate of retail investors in the stock market and the economy’s favorable growth outlook, the said factors
should bode well for the performance of the Philippine stock market and for COL going forward.

Item 7. Financial Statements

Please refer to the attached Consolidated Audited Financial Statements for the years ended December 31,
2024 and 2023.

- 19 -
Item 8. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

COL has not changed its accountants for the last three (3) years and has not had any disagreements on
accounting and financial disclosures with its current accounts for the last three (3) years.

Item 9. Audit and Audit-Related Fees

The following table sets out the aggregate fees billed for each of the last two (2) fiscal years for professional
services rendered by SGV:

Years Ended December 31


(in P
= million)
2024 2023
Audit and Audit-Related Fees in connection with the annual
review of the Parent Company’s financial statements P2.75
= P2.44
=
Tax Fees None None

Appointment of COL’s external auditor and its audit fees are upon recommendation of the Audit
Committee. All services rendered by SGV have prior approval of the President as recommended by the
Audit Committee. Actual work by SGV proceeds thereafter. In 2024, the Audit Committee was chaired
by Ms. Betty C. Siy-Yap with Mr. Wellington C. Yu, Mr. Raymond C. Yu, and Mr. Hernan G. Lim as
members.

PART III - CONTROL AND COMPENSATION INFORMATION

Item 10. Directors and Executive Officers of the Issuer

Board of Directors

The Directors of COL as of December 31, 2024 are as follows:

Name Position
Edward K. Lee Chairman
Alexander C. Yu Vice Chairman
Conrado F. Bate Member
Paulwell Han Member
Kosuke Mizuno Member
Hernan G. Lim Member
Raymond C. Yu Member
Wellington C. Yu Member
Arthur G. Gindap Member (Independent)
Betty C. Siy-Yap Member (Independent)
Roberto C. Benares Member (Independent)

The following are the respective ages, periods of service, directorships in other reporting companies and
positions held in the last five years of each of the Directors of COL:

Edward K. Lee
Chairman and Founder

Edward K. Lee, 70, Filipino, took Bachelor of Science in Industrial Management Engineering at De La
Salle University. He is concurrently the Founder and Chairman of the Board of COL, CTS Global Equity
Group, Inc., Caylum Trading Institute, and COL Investment Management, Inc. Mr. Lee served as a
nominee of CTS Global Equity Group, Inc. to the Manila Stock Exchange and presently to the Philippine
- 20 -
Stock Exchange. He was elected as one of the Governors of the Philippine Stock Exchange and was the
Chairman of the Computerization committee of the Manila Stock Exchange and PSE in 1994. He went on
to become a member of the Board of Directors of A. Soriano Corporation serving for two terms. Mr. Lee
was also nominated as a finalist to the 2007 Entrepreneur of the Year Philippines by Ernst & Young. In
2015, he was awarded with the Theodore Vail Most Outstanding JA Alumni Awardee. From 2016 to 2019,
he was appointed as an official board member of JA Asia Pacific. He was the recipient of the 2023
Lasallian Achievement Award by the De La Salle Alumni Association (DLSAA) and is honored as the
distinguished Master Innovator awardee at the 3rd Mansmith Innovation Awards.

Alexander C. Yu
Vice-Chairman

Alexander C. Yu, 69, Filipino, is a Bachelor of Science in Mechanical Engineering graduate of De La Salle
University. He is currently the Vice-Chairman of COL since 1999 and the Vice Chairman and Treasurer
of CTS Global Equity Group, Inc. since 1986. He is also currently a Director of Caylum Trading Institute
and Director and Treasurer of Winner Industrial Corp., both for more than 10 years. He is the proprietor
of Trans-Asia General Merchandise and in 1997, he served as a Director of A. Soriano Corporation.

Conrado F. Bate
President and Chief Executive Officer

Conrado F. Bate, 62, Filipino, holds a Bachelor of Arts Degree in Economics and Bachelor of Science
Degree in Marketing Management from De La Salle University. He is currently the President and Chief
Executive Officer of COL and also serves as a director of COL Investment Management, Inc. He is also
the President of Shareholder’s Association of the Philippines since 2022, and has been a member of its
Board of Trustees for the past six years. Mr. Bate possesses extensive experience in the Philippine stock
brokerage and fund management industry. His previous roles include serving as Vice President of JP
Morgan Philippines in 2002, President and CEO of Abacus Securities Corporation from 1995 to 1997, and
Vice President of Fund Management Division of Philamlife Insurance Company from 1990 to 1995. He
has also played a pivotal role in various leadership positions, having been a member of the Board of
Directors of the Philippine Stock Exchange from 2005 to 2006, where he served as Chairman of the
Investor Education Committee and Member of the Legislative Committee. Mr. Bate has also contributed
his expertise as an independent director of the ATR Kim Eng Asset Management from 2005 to 2010, and
he continues to serve in a similar capacity for Corston-Smith Asset Management Sdn. Bhd. since February
2009.

Wellington C. Yu
Director

Wellington C. Yu, 81, Filipino, finished his degree in BS Chemical Engineering at De La Salle University
in 1965 and his MBA and MS Chemical Engineering degrees from the University of Pittsburgh. From
1973 to 1985, he was the Dean of the College of Business and Economics of De La Salle University and
of the Graduate School of Business from 1981 to 1984. He was conferred the title Dean Emeritus in the
College of Business and Economics in De La Salle University. He was the Senior Vice President of
Tropical Rent-A-Car in Hawaii from 1986 to 1990 and President of Suntrips, Inc. of San Jose, California
from 1990 to 1997. In 2012, Xavier School San Juan awarded him the title “Exemplary Alumnus”.

Raymond C. Yu
Director

Raymond C. Yu, 71, Filipino, graduated with a Bachelor of Science Degree in Commerce from De La Salle
University in 1974. He is currently the President of Winner Industrial Corporation. He has served as a
director of Caylum Trading Institute since 2013 and has been a director for more than 16 years of the
following corporations: COL Financial Group, Inc., Cedarside Holdings Corp., Cedarside Industries, Inc.,
Barrington Carpets, Inc., and Citimex, Inc.

- 21 -
Hernan G. Lim
Director

Hernan G. Lim, 72, Filipino, is currently the President of Hoc Po Feeds Corporation and HGL
Development Corporation. Mr. Lim is a Director of Caylum Trading Institute since 2013 and has also been
a Director of Citimex, Inc., CTS Global Equity Group, Inc., and Barrington Carpets, Inc. for more than 10
years. He holds a Bachelor of Science degree in Electronics and Communications Engineering from the
University of Santo Tomas. He also took the Basic Management Course at the Asian Institute of
Management.

Paulwell Han
Director

Paulwell Han, 65, Chinese, is a graduate of Business Finance from the San Francisco State University,
USA. He is currently the Director and General Manager of different corporations located in Hong Kong,
namely: Etta Trading Company Limited, Yee Ting Tong Company Limited, Tecworld Investment Co.,
Ltd., Silver Jubilee Co., Ltd., and Sunning Restaurant.

Kosuke Mizuno
Director

Mr. Kosuke Mizuno, 56, Japanese, is the Head of Asia & Oceania at Daiwa Securities Group Inc., a role
in which he leverages over three decades of distinguished experience in the global securities industry. With
a career spanning 32 years, Mr. Mizuno has cultivated deep expertise and leadership acumen across key
financial hubs, including Hong Kong, Singapore, Japan, and the United States. Throughout his tenure at
Daiwa, he has held multiple senior leadership positions, driven business growth and innovation while
amassing extensive knowledge in strategic business management and team supervision. A graduate of Keio
University, Mr. Mizuno earned a Bachelor of Arts degree in Economics in 1992. Demonstrating a
commitment to continuous learning and professional development, he further enhanced his leadership
capabilities by completing the prestigious Stanford Executive Program at Stanford Business School in
2023. His unique blend of global perspective, strategic vision, and operational excellence continues to
make a significant impact on Daiwa Securities Group and the broader financial industry.

Arthur G. Gindap
Independent Director

Arthur G. Gindap, 63, Filipino, currently serves as a Director of Keyland Corporation, Chairman of Benilde
Romancon Hospitality Services, Inc., and Director of Anawim (a Mercy Ministry of Bro. Bo Sanchez). He
is also a Director of Keyland Ayala Properties, Inc. He previously held the position of Senior Vice
President and Business Unit General Manager at Robinsons Hotels & Resorts from 2018 to 2023. Prior to
that, Mr. Gindap was the Vice President & Regional General Manager for the Philippines, Thailand, and
Laos, as well as the Vice President of Global Operations & Customer Service at Ascott Limited, serving
from 2004 to 2018. With over 40 years of experience in the hotel, hospitality, and real estate industries,
Mr. Gindap has built an extensive and distinguished career. He holds a degree in Hotel and Restaurant
Administration from Sheridan College in Canada.

Betty C. Siy-Yap
Independent Director

Betty C. Siy-Yap, 63, Filipino, is the SVP and Chief Finance Officer and Chief Risk Officer of Manila
Electric Company. She sits as a member of the board of various corporations such as Clark Electric
Distribution Corporation, CIS Bayad Center, Inc., Meralco Industrial Engineering Services Corporation,
MERALCO PowerGen Corporation, Global Business Power Corporation, Miescor Infrastructure
Development Corporation, and Union Galvasteel Corporation. She is also a trustee of the Immaculate
- 22 -
Conception Academy and a member of the Finance and Budget Committee and the Audit and Risk
Committee of Ateneo de Manila University. She is likewise the President of Lighthouse Overseas Insurance
Limited and the Treasurer of First Pacific Leadership Academy. She previously served as a Director of
Rockwell Land Corporation, a member of the Market Governance Board of the Philippine Dealing
Exchange Corp., Vice Chairman of the Board of Accountancy of the Professional Regulation Commission,
and a Partner at SyCip Gorres Velayo & Co. Ms. Siy-Yap holds a Bachelor of Science Degree in Business
Administration and Accountancy from the University of the Philippines and a Master’s in Business
Administration from J.L. Kellogg School of Management at Northwestern University/The Hong Kong
University of Science and Technology.

Roberto C. Benares
Independent Director

Roberto C. Benares, 72, Filipino, currently sits as a member of the Board of Directors of the Bank of
Commerce, BlastAsia Corporation, Quokka Development Corporation, Quokka Corp., Pattern Farms
Design Inc., and Amalgamated Investment Bancorporation. He served as the President and CEO of Bank
of Commerce from 2013 to 2018 and as Executive Director and later on Managing Director of Maybank
ATR Kim Eng Capital Partners, Inc. from 2001 to 2013. Over the years, Mr. Benares held various positions
at Asian Alliance Investment as Managing Director, Insular Investment & Trust Corporation as Executive
Vice President, Philamlife as Vice President, and United Coconut Planters Bank as Vice President for
Account Management. Mr. Benares holds a degree of BS Mechanical Engineering from De La Salle
University and has a Master’s Degree in Business Management from the Asian Institute of Management.

Executive Officers

The key members of the management team, aside from those above mentioned, are as follows:

Catherine L. Ong
SVP – Treasurer

Catherine L. Ong, 73, Filipino, COL’s SVP – Treasurer, is also the Chairman of COL Equity Index
Unitized Mutual Fund, Inc. and COL Strategic Growth Equity Unitized Mutual Fund, Inc., the SVP – Chief
Audit Executive and Director of CTS Global Equity Group, Inc. and the Executive Vice President and
Treasurer of Cedarside Industries, Inc., Barrington Carpets, Inc., and Citimex, Inc. She has held the latter
position for more than 30 years. She was formerly a director of COL. She has extensive experience in
banking, having held various positions in Metropolitan Bank and Trust Company (Metrobank). She was
an Assistant Vice President and Area Supervisor of Metrobank and served as a Director of Metrobank’s
subsidiary, Pan Philippines Life Insurance Corp. (now known as Philippine Axa Life). Ms. Ong graduated
from the Philippine Women’s University with a Bachelor of Science Degree in Business Administration,
Major in Accounting.

Juan G. Barredo
FVP – Chief Customer Experience Officer

Juan “Juanis” G. Barredo, 57, Filipino, Chief Customer Experience Officer for COL, oversees the positive
operations of COL's Business Center, its Sales division as well as its Premium and Retail Customer Service
divisions. He also spearheads the COL Investor Seminar Series, the flagship investor education program
of the Corporation, geared to empower COL customers and the investing public to build their knowledge
base through a series of progressive stock market training sessions so that they can confidently invest in
the Philippine Stock Market. He has addressed an audience of over 200,000 people nationwide with topics
ranging from the basics of stock market investing to introductory and advanced technical analysis seminars.
Mr. Barredo holds a Bachelor of Arts degree in Philosophy from De La Salle University in 1990 and is a
Certified Securities Representative.

- 23 -
Nikos J. Bautista
FVP – Chief Technology Officer

Nikos J. Bautista, 56, Filipino, is the Chief Technology Officer of COL. He was also a consultant and a
committee member for the Trading System Project of the PSE which was launched successfully mid-2010
and for various projects of the PDEX. He was with the I.T. Department of the PSE as manager, in charge
of all the I.T.-related activities of the Exchange from 1993 to 1997. In 1997, he joined Computershare, an
Australian-based software development company specializing in trading systems wherein he took charge
of all technical aspects of the business. In 2000, he put up a software development company, Finatechs,
Inc., where he served as its President and Chief Executive Officer until 2003. Mr. Bautista is a graduate
of De La Salle University with a Bachelor of Computer Science Degree with Masteral Courses in Computer
Science.

Lorena E. Velarde
FVP – Chief Financial Officer

Lorena E. Velarde, 54, Filipino, is the Chief Financial Officer of COL and was appointed in such position
after having served as the Corporation’s Financial Controller from 2010 to 2020. She is concurrently an
Associated Person of CTS Global Equity Group, Inc. and the Treasurer of COL Investment Management,
Inc., COL Equity Index Unitized Mutual Fund, Inc., and COL Strategic Growth Equity Unitized Mutual
Fund, Inc. With a career spanning key leadership roles in accounting, Ms. Velarde has gained extensive
experience in financial planning, fund management, and operational oversight. She began her professional
journey at SyCip Gorres Velayo & Co., where she honed her expertise in tax, accounting, and financial
reporting. Ms. Velarde graduated from University of Santo Tomas, and is a Certified Public Accountant.

April Lynn L. Tan


FVP – Chief Investor Relations and Corporate Strategy

April Lynn L. Tan, Filipino, 49, is the Chief Investor Relations and Corporate Strategy of COL. She is the
COL’s Chief Equity Strategist. Under this role, she has been consistently voted as one of the top three
equity strategists by the Fund Managers’ Association of the Philippines, and in 2019, was voted as “Best
Strategist” in the country. She was appointed as the head of COL’s Research Team in 2003 and has been
doing equity research since 1996. She is also a Certified Securities Representative and a Certified
Investment Solicitor. Outside of her work with COL, she writes a weekly column named “Intelligent
Investing” for the Philippine Daily Inquirer. From 2020 to 2024, she hosted the TV show “Insight with
April Lee Tan” for ANC. She is an active member of the CFA Society of the Philippines and was the
President of the Society from 2009 to 2016. Under her leadership, CFA Philippines won the “Global CFA
Institute Research Challenge” thrice and several Society Excellence Awards including the “Most
Outstanding Society” for its size. Ms. Tan holds a Bachelor of Science Degree in Management Engineering
from the Ateneo de Manila University. In 2000, she earned the right to use the Chartered Financial Analyst
(CFA) designation.

Melissa O. Ng
VP – Head of Operations

Melissa O. Ng, 52, Taiwanese, holds a Bachelor of Science Degree in Applied Economics and a Bachelor
of Science Degree in Business Management from De La Salle University. She earned her MBA (Silver
Medalist) from De La Salle University in 2000. She has been with COL since 2007 and has previous
banking experience from Security Bank and Union Bank of the Philippines.

- 24 -
Sharon T. Lim
VP – Head of Legal & Compliance

Sharon T. Lim, 45, Filipino, started with COL as its Compliance and Legal Officer and was appointed as
the Head of the Legal and Compliance Department in 2016. She was appointed as Corporate Secretary on
November 2018 and also serves as the Corporate Secretary of CTS Global Equity Group, Inc., COL Equity
Index Unitized Mutual Fund, Inc., COL Strategic Growth Equity Unitized Mutual Fund, Inc., and COL
Investment Management, Inc. She was the Head of COL’s Human Resources Department from 2016 up
to 2019. Atty. Lim previously worked at Puyat, Jacinto, and Santos Law Offices and Picazo Buyco Tan
Fider and Santos Law Offices. She graduated with a degree of Bachelor of Science in Management
Engineering from the Ateneo de Manila University, Bachelor of Laws from the University of the
Philippines, and Master of Laws (Corporate & Financial Services Law) from the National University of
Singapore. She was admitted to the Philippine Bar in 2007, is a licensed Associated Person and Certified
Information Privacy Manager.

Joyce G. Chan
VP – Head of Client Services

Joyce G. Chan, 40, Filipino, graduated with a Bachelor of Arts degree in Communications from Ateneo
De Manila University. She started as a Management Associate with the Philam Group of Companies before
becoming a Corporate Trainer and Development Officer. She joined COL in 2010 as its Sales Manager
and was later on appointed as the Head of Customer Support. She was recently promoted as Head of Client
Services of COL, handling the operations of both of its Customer Support Department and Premium Clients
Group. She is a Certified Securities Representative, Certified Investment Solicitor, Certified UITF Sales
Person, and a Fellow in the Life Management Institute with Honors.

Term of Office

Pursuant to the By-Laws of COL, the directors are elected at each annual stockholders’ meeting by
stockholders entitled to vote. Each director holds office until the next annual election and their successor
is duly elected, unless they resign, die, or are removed prior to such election.

Resignation/Retirement of Directors and Executive Officers as of December 31, 2024

Mr. Sohei Obara stepped down as director of the Parent Company last August 16, 2024. His resignation
was not due to any disagreement with the Parent Company regarding its business operations, policies,
and/or practices. As of the date of this report, all of the current directors have agreed to stand for re-
election.

Significant Employees

No single person is considered to have made a significant contribution to the business since COL considers
the collective efforts of all its employees as instrumental to the overall success of the Group’s performance.

Family Relationships

Mr. Alexander C. Yu & Mr. Raymond C. Yu and Mr. Edward K. Lee & Ms. Catherine L. Ong are siblings.
Aside from them, there are no other family relationships either by consanguinity or affinity up to the fourth
(4th) civil degree among its directors, executive officers, and nominees for election as directors.

- 25 -
Involvement in Certain Legal Proceedings

As of the date of this report, COL is not aware of any events occurring during the past five (5) years that
are material to the evaluation of the ability or integrity of any director, nominee for election as director,
executive officer, underwriter, or controlling person of the Group.

(1) Any bankruptcy petition filed by or against any business of which any of the above persons
was a general partner or executive officer either at the time of bankruptcy or within two (2)
years prior to that time;

(2) Any order or judgment, or decree, not subsequently reversed, suspended, or vacated, of any
court of competent jurisdiction, domestic or foreign, permanently or temporarily enjoining,
barring, suspending, or otherwise limiting the involvement of any of the above persons in any
type of business, securities, commodities, or banking activities; and

(3) Any findings by a domestic or foreign court of competent jurisdiction (in civil action), the
SEC or comparable foreign body, or a domestic or foreign exchange or electronic marketplace
or self-regulatory organization, that any of the above persons has violated a securities or
commodities law, and the judgment has not been reversed, suspended, or vacated.

COL is not involved in, nor are any of its properties subject to, any material legal proceedings that could
potentially impact its operations or financial capacity.

Item 11. Executive Compensation

Standard Arrangements

Directors
Each director is entitled to a reasonable per diem, which amount shall, according to Article III, Section 8
of the Parent Company’s Amended By-laws, not exceed ten percent (10.00%) of the net income before
income tax of the Parent Company during the previous year.

As of December 31, 2024 and 2023, the total per diem paid to the directors of the Parent Company
amounted to =P2.10 million and P=2.20 million, respectively. Aside from this, directors do not receive any
other form of remuneration in their capacity as directors.

The per diem received by each director in 2024 are broken down as follows:

Name of Director Per Diem


Conrado F. Bate =250,000
P
Paulwell Han =250,000
P
Hernan G. Lim =250,000
P
Raymond C. Yu =300,000
P
Wellington C. Yu =300,000
P
Arthur G. Gindap =250,000
P
Betty C. Siy-Yap =300,000
P
Roberto C. Benares =200,000
P
TOTAL P
=2,100,000

The remaining directors (namely, Edward K. Lee, Alexander C. Yu, and Kosuke Mizuno) have waived
their right to receive per diems.

- 26 -
Below is a summary of the guaranteed compensation for the five highest-paid executive officers, as well
as other executives and officers of the Parent Company as a group:

SUMMARY COMPENSATION TABLE


Annual Compensation (in P
= Million)
Annual Annual Annual
Salary 2025 Salary Salary
(est.) 2024 2023
a) Chief Executive Officer and the four (4) most
compensated Executives:
Conrado F. Bate, President & CEO
Catherine L. Ong, SVP/Treasurer
Juan G. Barredo, FVP – Chief Customer Experience Officer
Lorena E. Velarde, FVP – Chief Financial Officer
April Lynn L. Tan, FVP – Chief Investor Relations and
Corporate Strategy
All above-named Executives and officers as a group P33.88
= P30.46
= P27.80
=
b) All other Executives and officers as a group =12.57
P =11.49
P =10.50
P

Warrants and Options

There are no outstanding warrants or options held by directors or officers. There are no actions to be taken
with regard to election, any bonus or profit-sharing, change in pension / retirement plan, granting of or
extension of any options, warrants, or rights to purchase any securities.

Employment Contracts and Termination of Employment and Change-in-Control Arrangements

There are no special employment contracts between COL and the executive officers named in the preceding
paragraphs. Likewise, there are no compensatory plans or arrangements with respect to a named executive
officer.

Item 12. Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Record and Beneficial Owners

Owners of more than five percent (5.00%) of COL’s voting securities as of February 28, 2025 are as
follows:

Name, Address of Name of Beneficial


No. of Shares Held
Title of Record Owner and Owners and Percent
Citizenship Directly (D) or
Class Relationship with the Relationship with (%)
under PCD (P)
Issuer Record Owner
Common PCD Nominee Corp. Various Filipino 2,122,873,810 (D) 35.68
G/F Makati Stock
Exchange Bldg., 6767 Non- 729,494,064 (D) 12.26
Ayala Avenue, Makati Filipino
Daiwa Securities Group, Daiwa Securities Japanese 924,050,000 (P) 15.53
Inc.1 Group, Inc.
GranTokyo North Tower,
9-1, Marunouchi 1-
chrome, Tokyo, Japan
Lee, Edward K. Lee, Edward K. Filipino 778,125,000 (D) 21.74
Mahogany St., Makati 395,649,250 (P)

1
Mr. Kosuke Mizuno has been named and appointed by Daiwa Securities Group, Inc. (“Daiwa”) to exercise Daiwa’s
voting power.
- 27 -
Name, Address of Name of Beneficial
No. of Shares Held
Title of Record Owner and Owners and Percent
Citizenship Directly (D) or
Class Relationship with the Relationship with (%)
under PCD (P)
Issuer Record Owner
Lee, Lydia C. 12,500,000 (D)
Mahogany St., Makati 45,028,000 (P)
Lee, Edmund C. 25,500,000 (P)
Mahogany St., Makati
Teo, Eleanore L. or Lee, 25,000,000 (P)
Edmund C.
Mahogany St., Makati
ELLEE & Co., Inc.2 11,918,750 (P)
2701C East Tower, PSE
Centre, Exchange Rd,
Ortigas Center, Pasig
Yu, Alexander C. Yu, Alexander C. Filipino 662,981,563 (P) 13.85
Ortega St., San Juan
Yu, Elizabeth N. 29,258,750 (P)
Ortega St., San Juan
Yu, Adrian Alexander N. 43,443,750 (P)
Ortega St., San Juan
Yu, Michelle Angeline N. 50,722,500 (P)
Ortega St., San Juan
Yu, Tiffany Anne N. 37,500,000 (P)
Ortega St., San Juan
*No other single individual owns more than 5.00% - 10.00% of the total outstanding shares of COL as of
February 28, 2025.

Security Ownership of Management as of February 28, 2025

Title of Total No. of Percent


Name of Owner Position Citizenship
Class Shares (%)
Common Edward K. Lee Chairman Filipino 1,293,721,750 21.74
Common Alexander C. Yu Vice-Chairman Filipino 823,906,563 13.85
Common Conrado F. Bate Director/President/CEO Filipino 248,415,748 4.18
Common Hernan G. Lim Director Filipino 219,077,312 3.68
Common Raymond C. Yu Director Filipino 239,756,750 4.03
Common Wellington C. Yu Director Filipino 125,000 0.00
Common Kosuke Mizuno Director Japanese 1 0.00
Common Paulwell Han Director Chinese 123,948,437 2.08
Common Arthur G. Gindap Independent Director Filipino 150,000 0.00
Common Roberto C. Beňares Independent Director Filipino 1,250 0.00
Common Betty C. Siy-Yap Independent Director Filipino 1,250 0.00
Common Catherine L. Ong SVP/Treasurer Filipino 54,910,000 0.92
Common Juan G. Barredo FVP – Chief Customer Filipino 10,021,875 0.17
Experience Officer
Common Nikos J. Bautista FVP – Chief Technology Filipino 14,502,500 0.24
Officer

2
Mr. Edward K. Lee, Chairman of the Board of ELLEE & Co., Inc. (“Ellee”), has been named and appointed to
exercise Ellee’s voting power.
- 28 -
Title of Total No. of Percent
Name of Owner Position Citizenship
Class Shares (%)

Common Lorena E. Velarde FVP – Chief Financial Filipino 5,625,000 0.09


Officer
Common April Lynn L. Tan FVP – Chief Investor Filipino 15,225.000 0.26
Relations and Corporate
Strategy
Common Melissa O. Ng VP – Head of Operations Taiwanese 3,234,375 0.05
Common Sharon T. Lim VP – Head of Legal & Filipino 568,125 0.01
Compliance
Common Joyce G. Chan VP – Head of Client Filipino 7,333,750 0.12
Services
Common Gabriel Jose E. AVP - Software Filipino 54,156,250 0.91
Mendiola Development
Common Rea P. Orteza AVP – Head of Accounting Filipino 5,750 0.00
Operations
Key Officers and 3,114,686,686 52.35
Common Directors (as a
group)

As of February 28, 2025, the Parent Company’s public float is 32.12%.

Item 13. Certain Relationships and Related Transactions

Transactions between related parties are based on terms similar to those offered to nonrelated parties. The
transactions are done in the normal conduct of operations and are recorded in the same manner as
transactions that are entered into with other parties.

PART IV - EXHIBITS AND SCHEDULES

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

Exhibits

Please refer to the attached Index to Consolidated Financial Statements and Supplementary Schedules on
page 33.

Reports on SEC Form 17-C

Items reported under SEC Form 17-C filed during the last six (6) months of the period covered by this
report are as follows:

Announcement
Items Reported Date Filed Circular No.
Date
1. Change in Shareholdings of Directors and
07/05/2024 07/05/2024 C04499-2024
Principal Officers
2. Change in Shareholdings of Directors and
07/17/2024 07/17/2024 C04761-2024
Principal Officers
3. Change in Shareholdings of Directors and
08/02/2024 08/02/2024 C05151-2024
Principal Officers
4. Change in Shareholdings of Directors and 08/08/2024 08/09/2024 C05332-2024
- 29 -
Announcement
Items Reported Date Filed Circular No.
Date
Principal Officers
5. Material Information/Transactions 08/16/2024 08/19/2024 C05630-2024
6. Notice of Annual or Special Stockholders'
08/16/2024 08/19/2024 C05631-2024
Meeting
7. Change in Directors and/or Officers
(Resignation, Removal or Appointment, 08/16/2024 08/19/2024 C05632-2024
Election and/or Promotion)
8. Declaration of Stock Dividends 08/19/2024 08/19/2024 C05640-2024
9. [Amend-1] Notice of Annual or Special
08/20/2024 08/20/2024 C05663-2024
Stockholders' Meeting
10. Change in Shareholdings of Directors and
09/12/2024 09/13/2024 C06016-2024
Principal Officers
11. Change in Shareholdings of Directors and
09/12/2024 09/13/2024 C06017-2024
Principal Officers
12. [Amend-1] Declaration of Stock Dividends 09/27/2024 09/27/2024 C06256-2024
13. Results of Annual or Special Stockholders'
09/27/2024 09/27/2024 C06261-2024
Meeting
14. Change in Shareholdings of Directors and
09/30/2024 10/01/2024 C06297-2024
Principal Officers
15. Change in Shareholdings of Directors and
10/04/2024 10/07/2024 C06394-2024
Principal Officers
16. Material Information/Transactions 11/15/2024 11/15/2024 C07347-2024
17. Notice of Annual or Special Stockholders'
11/15/2024 11/15/2024 C07348-2024
Meeting
18. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07426-2024
Principal Officers
19. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07427-2024
Principal Officers
20. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07429-2024
Principal Officers
21. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07430-2024
Principal Officers
22. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07431-2024
Principal Officers
23. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07432-2024
Principal Officers
24. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07433-2024
Principal Officers
25. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07434-2024
Principal Officers
26. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07435-2024
Principal Officers
27. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07436-2024
Principal Officers
28. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07437-2024
Principal Officers
29. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07438-2024
Principal Officers
30. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07439-2024
Principal Officers

- 30 -
Announcement
Items Reported Date Filed Circular No.
Date
31. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07440-2024
Principal Officers
32. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07441-2024
Principal Officers
33. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07442-2024
Principal Officers
34. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07443-2024
Principal Officers
35. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07444-2024
Principal Officers
36. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07445-2024
Principal Officers
37. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07446-2024
Principal Officers
38. Change in Shareholdings of Directors and
11/20/2024 11/20/2024 C07447-2024
Principal Officers

- 31 -
COL FINANCIAL GROUP, INC.
SEC FORM 17-A

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS


AND SUPPLEMENTARY SCHEDULES

FINANCIAL STATEMENTS Remarks/Attachments

Statement of Management’s Responsibility for Financial Statements 


Independent Auditors Report 
Consolidated Statements of Financial Position as of December 31,

2024 and 2023
Consolidated Statements of Income for the Years Ended December

31, 2024, 2023 and 2022
Consolidated Statements of Comprehensive Income for the Years

Ended December 31, 2024, 2023 and 2022
Consolidated Statements of Changes in Equity for the Years Ended

December 31, 2024, 2023 and 2022
Consolidated Statements of Cash Flows for the Years Ended

December 31, 2024, 2023 and 2022
Notes to Consolidated Financial Statements 

SUPPLEMENTARY SCHEDULES
Report of Independent Auditors on Supplementary Schedules 
Report of Independent Auditors on Components of Financial

Soundness Indicators
Schedule I. Reconciliation of Retained Earnings Available for
Dividend Declaration Pursuant to SRC Rule 68, as Amended and

SEC Memorandum Circular No. 11
Schedule II. Supplementary Schedules under Annex 68-J Pursuant

to SRC Rule 68, as Amended
Schedule III. Map of the Relationships of the Companies within the

Group Pursuant to SRC Rule 68, as Amended
Schedule IV. Schedule Showing Financial Soundness Indicators

Pursuant to SRC Rule 68, as Amended
Supplementary Schedule of External Auditor Fee-Related

Information
Sustainability Report 

- 33 -
COVER SHEET
for
AUDITED FINANCIAL STATEMENTS

SEC Registration Number

A 1 9 9 9 1 0 0 6 5

COMPANY NAME
C O L F I N A N C I A L G R O U P , I N C . A N D

S U B S I D I A R I E S

PRINCIPAL OFFICE ( No. / Street / Barangay / City / Town / Province )


U n i t 2 4 0 1 - B E a s t T o w e r , T e k t i t

e T o w e r s E x c h a n g e R o a d , O r t i g a

s C e n t e r , P a s i g C i t y

Secondary License Type, If


Form Type Department requiring the report Applicable

1 7 - A C F D B r o k e r

COMPANY INFORMATION
Company’s Email Address Company’s Telephone Number Mobile Number

helpdesk@colfinancial.com (02) 8636-5411 NA

No. of Stockholders Annual Meeting (Month / Day) Fiscal Year (Month / Day)

32 any date in April 12/31

CONTACT PERSON INFORMATION


The designated contact person MUST be an Officer of the Corporation
Name of Contact Person Email Address Telephone Number/s Mobile Number
Mr. Conrado F. Bate dino.bate@colfinancial.com (02) 8636-5411 NA

CONTACT PERSON’s ADDRESS

Unit 2401-B East Tower, Tektite Towers, Exchange Road, Ortigas Center, Pasig City
NOTE 1 : In case of death, resignation or cessation of office of the officer designated as contact person, such incident shall be reported to the
Commission within thirty (30) calendar days from the occurrence thereof with information and complete contact details of the new contact person
designated.
2 : All Boxes must be properly and completely filled-up. Failure to do so shall cause the delay in updating the corporation’s records with
the Commission and/or non-receipt of Notice of Deficiencies. Further, non-receipt of Notice of Deficiencies shall not excuse the corporation from
liability for its deficiencies.

*SGVFS195666*
SyCip Gorres Velayo & Co. Tel: (632) 8891 0307
6760 Ayala Avenue Fax: (632) 8819 0872
1226 Makati City sgv.ph
Philippines

INDEPENDENT AUDITOR’S REPORT

The Board of Directors and Stockholders


COL Financial Group, Inc.
Unit 2401-B East Tower, Tektite Towers
Exchange Road, Ortigas Center, Pasig City

Opinion

We have audited the consolidated financial statements of COL Financial Group, Inc.
(the Parent Company) and Subsidiaries (the Group), which comprise the consolidated statements of
financial position as at December 31, 2024 and 2023, and the consolidated statements of income,
consolidated statements of comprehensive income, consolidated statements of changes in equity and
consolidated statements of cash flows for each of the three years in the period ended December 31, 2024,
and notes to the consolidated financial statements, including material accounting policy information.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects,
the financial position of the Group as at December 31, 2024 and 2023, and their financial performance
and their cash flows for each of the three years in the period ended December 31, 2024 in accordance
with Philippine Financial Reporting Standards (PFRS) Accounting Standards.

Basis for Opinion

We conducted our audits in accordance with Philippine Standards on Auditing (PSAs). Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit
of the Consolidated Financial Statements section of our report. We are independent of the Group in
accordance with the Code of Ethics for Professional Accountants in the Philippines (Code of Ethics)
together with the ethical requirements that are relevant to our audit of the consolidated financial
statements in the Philippines, and we have fulfilled our other ethical responsibilities in accordance with
these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the consolidated financial statements of the current period. These matters were addressed in the
context of our audit of the consolidated financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters. For the matter below, our description
of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor’s Responsibilities for the Audit of the
Consolidated Financial Statements section of our report, in relation to these matters. Accordingly, our
audit included the performance of procedures designed to respond to our assessment of the risks of
material misstatement of the consolidated financial statements. The results of our audit procedures,
including the procedures performed to address the matter below, provide the basis for our audit opinion
on the accompanying consolidated financial statements.

*SGVFS195666*
A member firm of Ernst & Young Global Limited
-2-

Information Technology Environment Supporting the Stockbrokerage Business

The Parent Company is highly dependent on the reliability and continuity of its information technology
(IT) environment to support the automated data processing of its stockbrokerage business. This IT
environment is key to the Parent Company’s revenue generation activity and is relied upon in many
aspects of its financial reporting process. We, therefore, considered the testing of the controls over IT
processes of the Parent Company to address the IT process risks as a key audit matter.

Audit response

We performed procedures to obtain an understanding of the Parent Company’s IT environment, which


covers the IT applications and supporting infrastructure, IT processes and IT personnel. We obtained an
understanding and performed testing of the IT controls over program changes to the IT applications, user
access management to the IT applications and databases, and management of IT operations. To the extent
applicable, we performed testing of the design and operation of the IT controls of the applications
supporting the trading-related revenue process and the financial reporting process. We evaluated and
considered the results of the testing of controls in the design and extent of our substantive audit
procedures.

Other Information

Management is responsible for the other information. The other information comprises the information
included in the SEC Form 20-IS (Definitive Information Statement), SEC Form 17-A and Annual Report
for the year ended December 31, 2024 but does not include the consolidated financial statements and our
auditor’s report thereon. The SEC Form 20-IS (Definitive Information Statement), SEC Form 17-A and
Annual Report for the year ended December 31, 2024 are expected to be made available to us after the
date of this auditor’s report.

Our opinion on the consolidated financial statements does not cover the other information and we will not
express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the
other information when it becomes available and, in doing so, consider whether the other information is
materially inconsistent with the consolidated financial statements or our knowledge obtained in the audits,
or otherwise appears to be materially misstated.

Responsibilities of Management and Those Charged with Governance for the Consolidated
Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial
statements in accordance with PFRS Accounting Standards, and for such internal control as management
determines is necessary to enable the preparation of consolidated financial statements that are free from
material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless management either intends to liquidate the Group or to
cease operations, or has no realistic alternative but to do so.

*SGVFS195666*
A member firm of Ernst & Young Global Limited
-3-

Those charged with governance are responsible for overseeing the Group’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with PSAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these consolidated financial statements.

As part of an audit in accordance with PSAs, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:

 Identify and assess the risks of material misstatement of the consolidated financial statements,
whether due to fraud or error, design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.

The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting
from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.

 Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Group’s internal control.

 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.

 Conclude on the appropriateness of management’s use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If
we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the consolidated financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to
the date of our auditor’s report. However, future events or conditions may cause the Group to cease
to continue as a going concern.

 Evaluate the overall presentation, structure and content of the consolidated financial statements,
including the disclosures, and whether the consolidated financial statements represent the underlying
transactions and events in a manner that achieves fair presentation.

*SGVFS195666*
A member firm of Ernst & Young Global Limited
-4-

 Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the
financial information of the entities or business activities within the Group as a basis for forming an
opinion on the consolidated financial statements. We are responsible for the direction, supervision
and review of the audit work performed for purposes of the group audit. We remain solely
responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.

From the matters communicated with those charged with governance, we determine those matters that
were of most significance in the audit of the consolidated financial statements of the current period and
are therefore the key audit matters. We describe these matters in our auditor’s report unless law or
regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse consequences of
doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partner on the audit resulting in this independent auditor’s report is Janet A. Paraiso.

SYCIP GORRES VELAYO & CO.

Janet A. Paraiso
Partner
CPA Certificate No. 92305
Tax Identification No. 193-975-241
BOA/PRC Reg. No. 0001, April 16, 2024, valid until August 23, 2026
BIR Accreditation No. 08-001998-062-2023, October 23, 2023, valid until October 22, 2026
PTR No. 10465256, January 2, 2025, Makati City

March 14, 2025

*SGVFS195666*
A member firm of Ernst & Young Global Limited
COL FINANCIAL GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

December 31
2024 2023
Security Valuation Security Valuation
Money Balance Long Short Money Balance Long Short

ASSETS

Current Assets
Cash and cash equivalents (Note 4) P
=9,703,915,783 =9,438,980,073
P
Cash in a segregated account (Notes 4 and 5) 840,431 25,603,100
Short-term time deposits (Note 4) – 200,000,000
Financial assets at fair value through profit or loss (Note 6) 101,161,494 P
=1,114,744 91,048,410 =1,547,619
P
Investment securities at amortized cost (Note 8) 435,119,474 392,290,753
Trade receivables (Notes 7 and 20) 995,011,027 8,325,786,210 880,005,226 5,507,760,133
Other receivables (Notes 7 and 20) 104,418,133 92,063,144
Prepayments 10,515,685 8,810,191
Other current assets (Note 12) 26,215,330 21,654,097
Total Current Assets 11,377,197,357 11,150,454,994

Noncurrent Assets
Investment securities at amortized cost (Note 8) 901,277,555 1,000,015,465
Property and equipment (Note 9) 62,032,150 71,713,990
Investment property (Note 10) 11,381,328 12,256,814
Intangibles (Note 11) 7,950,356 7,866,334
Deferred income tax assets (Note 19) 14,429,020 2,217,584
Other noncurrent assets (Note 12) 75,616,196 77,296,884
Total Noncurrent Assets 1,072,686,605 1,171,367,071

TOTAL ASSETS P
=12,449,883,962 =12,321,822,065
P
Securities in box, in Philippine Depository and Trust Corporation
and Hong Kong Securities Clearing Company, Limited P
=108,272,543,819 =98,073,710,631
P

(Forward)

*SGVFS195666*
-2-

December 31
2024 2023
Security Valuation Security Valuation
Money Balance Long Short Money Balance Long Short

LIABILITIES AND EQUITY

Current Liabilities
Trade payables (Notes 13 and 20) P
=9,839,640,484 P
=99,945,642,865 =9,898,277,252
P =92,564,402,879
P
Lease liabilities - current portion (Note 21) 15,230,525 19,662,395
Income tax payable 3,671 –
Other current liabilities (Note 14) 167,515,053 125,682,186
Total Current Liabilities 10,022,389,733 10,043,621,833

Noncurrent Liabilities
Lease liabilities - net of current portion (Note 21) 11,709,072 19,484,158
Retirement obligation (Notes 18 and 20) 53,637,605 54,387,374
Deferred income tax liabilities (Note 19) 90,841 12,327,097
Total Noncurrent Liabilities 65,437,518 86,198,629
Total Liabilities 10,087,827,251 10,129,820,462

Equity
Capital stock (Note 15) 595,000,000 476,000,000
Capital paid-in excess of par value 53,219,024 53,219,024
Accumulated translation adjustment 36,811,363 34,807,180
Loss on remeasurement of retirement obligation (Note 18) (35,567,381) (35,499,705)
Other equity reserves (1,019,697) –
Retained earnings (Note 15)
Appropriated 630,242,397 585,919,747
Unappropriated 1,070,617,712 1,057,563,532
Equity Attributable to the Equity Holders of the Parent Company 2,349,303,418 2,172,009,778
Non-controlling Interest (Note 15) 12,753,293 19,991,825
Total Equity 2,362,056,711 2,192,001,603

TOTAL LIABILITIES AND EQUITY P


=12,449,883,962 P
=108,272,543,819 P
=108,272,543,819 =12,321,822,065
P =98,073,710,631
P =98,073,710,631
P

See accompanying Notes to Consolidated Financial Statements.

*SGVFS195666*
COL FINANCIAL GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME

Years Ended December 31


2024 2023 2022
REVENUES (Note 16)
Commissions (Note 20) =382,311,654
P =329,599,703
P =447,051,831
P
Others:
Interest income (Notes 4, 5, 6, 7, 8 and 20) 758,361,943 708,469,374 336,345,400
Trail fees 24,243,170 21,973,385 22,117,691
Trading gains - net (Note 6) 476,421 5,835,402 5,661,032
Others (Note 6) 28,360,361 25,943,044 24,806,870
1,193,753,549 1,091,820,908 835,982,824
COST OF SERVICES
Personnel costs – operations (Notes 17, 18 and 20) 103,422,174 88,843,959 77,329,335
Commission expense and professional fees 79,977,342 70,873,120 70,402,730
Communications 39,231,995 39,664,534 40,716,175
Stock exchange dues and fees (Note 16) 30,241,469 25,104,227 34,272,205
Depreciation and amortization (Notes 9, 10, 11
and 21) 20,930,775 28,134,215 31,910,340
Central depository fees 10,517,556 9,713,091 9,597,119
Server maintenance costs 5,777,693 5,067,430 4,246,892
Periodicals and other subscriptions 5,745,259 5,975,949 4,445,740
Research 4,966,709 4,294,197 4,098,539
Others 2,907,596 2,658,617 2,963,639
303,718,568 280,329,339 279,982,714
GROSS PROFIT 890,034,981 811,491,569 556,000,110
OPERATING EXPENSES
Personnel costs (Notes 17, 18 and 20) 179,136,528 162,777,532 146,022,023
Depreciation and amortization (Notes 9, 10, 11
and 21) 19,430,781 19,254,631 20,964,714
Advertising and marketing 10,325,261 6,684,206 6,108,083
Professional fees (Note 20) 10,008,155 9,753,541 9,471,696
Insurance 7,246,935 6,077,002 5,684,381
Power, light and water 7,225,764 7,468,023 6,839,537
Taxes and licenses 5,436,872 4,927,070 8,984,443
Security and messengerial services 5,414,545 4,655,789 4,229,319
Representation and entertainment 4,233,658 3,374,626 907,647
Trainings, seminars and meetings 3,739,392 1,213,376 842,086
Condominium dues 2,677,015 2,681,352 2,674,198
Repairs and maintenance 2,570,536 2,169,300 1,133,738
Rentals (Note 21) 2,168,058 1,363,292 362,567
Directors’ fees (Note 20) 2,120,000 2,250,000 2,380,000
Office supplies 1,847,260 1,558,732 1,915,007
Membership fees and dues 1,531,779 1,868,349 2,107,765
Provision for (recovery from) credit losses (Note 7) (116,675) 157,379 (138,864)
Others 6,092,017 6,842,322 5,776,241
271,087,881 245,076,522 226,264,581

(Forward)

*SGVFS195666*
-2-

Years Ended December 31


2024 2023 2022
OTHER INCOME (LOSSES)
Interest expense (Notes 18 and 21) (P
=4,456,023) (P
=6,118,419) (P
=5,082,653)
Foreign exchange losses – net (322,044) (3,820,284) (419,091)
Gain (loss) on disposal of property and equipment
(Note 9) (248,335) 6,231 2,499
Loss on sale of investment securities
at amortized cost (Note 8) – – (6,426,327)
(5,026,402) (9,932,472) (11,925,572)
INCOME BEFORE INCOME TAX 613,920,698 556,482,575 317,809,957
PROVISION FOR (BENEFIT FROM)
INCOME TAX (Note 19)
Current
Final income tax 137,386,097 127,835,907 59,753,217
Regular corporate income tax 4,244,081 2,657,283 17,955,259
Deferred (13,264,081) 363,545 (2,152,278)
128,366,097 130,856,735 75,556,198
NET INCOME =485,554,601
P =425,625,840
P =242,253,759
P
Attributable to:
Equity holders of the Parent Company =486,252,830
P =426,579,361
P =244,046,290
P
Non-controlling interest (Note 15) (698,229) (953,521) (1,792,531)
=485,554,601
P =425,625,840
P =242,253,759
P
Earnings Per Share (Note 25)
Basic and diluted =
P0.08 =0.07
P =0.04
P

See accompanying Notes to Consolidated Financial Statements.

*SGVFS195666*
COL FINANCIAL GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Years Ended December 31


2024 2023 2022

NET INCOME P
=485,554,601 =425,625,840
P =242,253,759
P

OTHER COMPREHENSIVE INCOME


(LOSS), NET OF TAX
Item that will not be reclassified to
consolidated statements of income:
Gain (loss) on remeasurement of
retirement obligation - net of tax
(Note 18) (67,676) (12,096,237) 17,253,643
Item that may be reclassified subsequently to
consolidated statements of income:
Translation adjustments - net of tax 2,004,183 (303,424) 20,410,228
1,936,507 (12,399,661) 37,663,871

TOTAL COMPREHENSIVE INCOME P


=487,491,108 =413,226,179
P =279,917,630
P

Attributable to:
Equity holders of the Parent Company P
=488,189,337 =414,179,700
P =281,710,161
P
Non-controlling interest (698,229) (953,521) (1,792,531)
P
=487,491,108 =413,226,179
P =279,917,630
P

See accompanying Notes to Consolidated Financial Statements.

*SGVFS195666*
COL FINANCIAL GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2024, 2023, AND 2022

Equity Attributable to the Equity Holders of the Parent Company


Loss on Retained Earnings
Remeasurement
Capital Accumulated of Retirement Non-controlling
Capital Stock In Excess of Translation Obligation Other Equity Appropriated Interest
(Note 15) Par Value Adjustment (Note 18) Reserves (Note 15) Unappropriated Total (Note 15) Total Equity

Balances at January 1, 2024 = 476,000,000


P = 53,219,024
P = 34,807,180
P (P
= 35,499,705) =–
P P
= 585,919,747 P
= 1,057,563,532 =
P2,172,009,778 = 19,991,825 P
P = 2,192,001,603
Acquisition of shares in a subsidiary from non-controlling
interest (Note 15) – – – – (1,019,697) – – (1,019,697) (6,540,303) (7,560,000)
Total comprehensive income (loss) – – 2,004,183 (67,676) – – 486,252,830 488,189,337 (698,229) 487,491,108
Appropriation of retained earnings (Note 15) – – – – – 44,322,650 (44,322,650) – – –
Declaration of cash dividends (Note 15) – – – – – (309,876,000) (309,876,000) – (309,876,000)
Declaration of stock dividends (Note 15) 119,000,000 – – – – – (119,000,000) – – –

Balances at December 31, 2024 = 595,000,000


P = 53,219,024
P = 36,811,363
P (P
= 35,567,381) (P
= 1,019,697) = 630,242,397 P
P = 1,070,617,712 P
= 2,349,303,418 = 12,753,293 P
P = 2,362,056,711

Balances at January 1, 2023 =476,000,000


P =53,219,024
P =35,110,604
P (P
=23,403,468) =–
P =585,722,237
P =831,101,681 =
P P1,957,750,078 =16,445,346 =
P P1,974,195,424
Non-controlling interest of subsidiary (Note 15) – – – – – – – – 4,500,000 4,500,000
Total comprehensive income (loss) – – (303,424) (12,096,237) – – 426,579,361 414,179,700 (953,521) 413,226,179
Appropriation of retained earnings (Note 15) – – – – – 27,332,658 (27,332,658) – – –
Reversal of appropriated retained earnings (Note 15) – – – – – (27,135,148) 27,135,148 – – –
Declaration of cash dividend (Note 15) – – – – – – (199,920,000) (199,920,000) – (199,920,000)

Balances at December 31, 2023 =476,000,000


P =53,219,024
P =34,807,180
P (P
=35,499,705) =–
P =585,919,747 P
P =1,057,563,532 P
=2,172,009,778 =19,991,825 P
P =2,192,001,603

Balances at January 1, 2022 =476,000,000


P =53,219,024
P =14,700,376
P (P
=40,657,111) =–
P =424,800,068 =
P P1,152,577,560 =P2,080,639,917 =18,237,877 =
P P2,098,877,794
Total comprehensive income (loss) – – 20,410,228 17,253,643 – – 244,046,290 281,710,161 (1,792,531) 279,917,630
Appropriation of retained earnings (Note 15) – – – – – 160,922,169 (160,922,169) – – –
Declaration of cash dividend (Note 15) – – – – – – (404,600,000) (404,600,000) – (404,600,000)

Balances at December 31, 2022 =476,000,000


P =53,219,024
P =35,110,604
P (P
=23,403,468) =–
P P
=585,722,237 P
=831,101,681 P
=1,957,750,078 =16,445,346 P
P =1,974,195,424

See accompanying Notes to Consolidated Financial Statements.

*SGVFS195666*
COL FINANCIAL GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS

Years Ended December 31


2024 2023 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax P
= 613,920,698 =556,482,575
P =317,809,957
P
Adjustments for:
Interest income (Notes 16 and 20) (758,361,943) (708,469,374) (336,345,400)
Depreciation and amortization (Notes 9, 10, 11 and 21) 40,361,556 47,388,846 52,875,054
Interest expense (Notes 18 and 21) 5,765,176 7,008,789 6,564,702
Amortization of premium (discount) on investment
securities at amortized cost (Note 8) (744,417) (73,765) 3,582,068
Loss (gain) on disposal of property and equipment
(Note 9) 248,335 (6,231) (2,499)
Dividend income (Notes 6 and 16) (6,056) (96,335) (248,170)
Loss on sale of investment securities at amortized cost
(Note 8) – – 6,426,327
Operating income (loss) before working capital changes (98,816,651) (97,765,495) 50,662,039
Decrease (increase) in:
Cash in a segregated account 24,762,669 71,213,374 (21,343,284)
Financial assets at fair value through profit or loss (10,113,084) (6,201,129) 69,039,142
Trade receivables (110,765,600) 310,329,516 (197,256,692)
Other receivables 123,401,430 126,178,081 65,453,934
Prepayments (1,699,770) (1,193,284) 583,621
Other assets (6,917,003) (1,507,854) (1,428,904)
Increase (decrease) in:
Trade payables (59,970,083) (989,243,153) 290,627,602
Retirement obligation (15,990,869) (15,514,277) (14,765,332)
Other current liabilities 41,239,685 19,625,815 (41,058,603)
Net cash generated from (used in) operations (114,869,276) (584,078,406) 200,513,523
Interest received 622,605,524 555,660,691 275,683,096
Income taxes paid (137,399,526) (136,013,453) (115,306,351)
Dividends received 6,056 96,335 248,170
Net cash provided by (used in) operating activities 370,342,778 (164,334,833) 361,138,438
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to investment securities at amortized cost (635,664,676) (591,723,490) (24,707,545,266)
Proceeds from maturity of investment securities at
amortized cost 692,318,282 200,200,000 33,377,720,368
Decrease (increase) in short-term time deposits (Note 4) 200,000,000 (200,000,000) –
Acquisitions of property and equipment (Note 9) (17,320,926) (10,289,179) (23,573,705)
Acquisitions of software and licenses (Note 11) (1,924,552) (143,035) (73,261)
Proceeds from disposal of property and equipment (Note 9) 2,232 6,250 2,500
Proceeds from sale of investment securities at amortized cost – – 193,561,411
Net cash provided by (used in) investing activities 237,410,360 (601,949,454) 8,840,092,047
CASH FLOWS FROM FINANCING ACTIVITIES
Dividends declared and paid (Note 15) (309,876,000) (199,920,000) (404,600,000)
Payment of lease liabilities (Note 21) (25,381,428) (26,751,409) (27,214,525)
Acquisition of shares in a subsidiary from non-controlling
shareholder (Note 15) (7,560,000) – –
Proceeds from issuance of shares to the non-controlling interest
(Note 15) – 4,500,000 –
Net cash used in financing activities (342,817,428) (222,171,409) (431,814,525)
NET INCREASE (DECREASE) IN CASH AND CASH 264,935,710 (988,455,696) 8,769,415,960
EQUIVALENTS
CASH AND CASH EQUIVALENTS AT
BEGINNING OF YEAR 9,438,980,073 10,427,435,769 1,658,019,809
CASH AND CASH EQUIVALENTS AT
END OF YEAR (Note 4) P
= 9,703,915,783 =9,438,980,073
P =10,427,435,769
P

See accompanying Notes to Consolidated Financial Statements.

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COL FINANCIAL GROUP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. Corporate Information

COL Financial Group, Inc. (the Parent Company or COL Financial), a public company listed in the
Philippine Stock Exchange (PSE), was registered with the Philippine Securities and Exchange
Commission (SEC) on August 16, 1999. Its principal office is located at Unit 2401-B East Tower,
Tektite Towers, Exchange Road, Ortigas Center, Pasig City, Philippines. The Parent Company
became a clearing member of the Securities Clearing Corporation of the Philippines (SCCP) and
started operating its own seat as a Trading Participant in the PSE on February 16, 2009.

COL Financial and its subsidiaries, collectively referred hereinto as the “Group”, is primarily
engaged in offering stock brokerage and fund distribution services through innovative internet
technology. The Group is also engaged in providing financial advice, in the gathering and
distribution of financial and investment information and statistics and in acting as financial,
commercial or business representative.

The accompanying consolidated financial statements of the Group as at December 31, 2024 and 2023
and for each of the three years in the period ended December 31, 2024 were authorized for issue in
accordance with a resolution by the Board of Directors (BOD) on March 14, 2025.

2. Basis of Preparation, Basis of Consolidation and Summary of Material Accounting Policies

Basis of Preparation
The accompanying consolidated financial statements of the Group have been prepared in accordance
with Philippine Financial Reporting Standards (PFRS). The consolidated financial statements have
been prepared on a historical cost basis, except for financial assets at fair value through profit or loss
(FVTPL) which have been measured at fair value. The Group’s consolidated financial statements are
presented in Philippine peso (PHP), which is the presentation currency under PFRS. Based on the
economic substance of the underlying circumstances relevant to the Group, the functional currency of
the Group has been determined to be Philippine peso, except for COL Securities (HK) Limited
(COLHK) whose functional currency has been determined to be HK dollar (HK$).

All values are rounded to the nearest peso, except when otherwise indicated.

Basis of Consolidation
The consolidated financial statements comprise the accounts of the Parent Company and its
subsidiaries as at December 31, 2024 and 2023 and for each of the three years ended
December 31, 2024, after eliminating significant intercompany balances and transactions. The
following are the wholly-owned and majority-owned foreign and domestic subsidiaries (collectively
referred hereinto as the “Subsidiaries”) of COL Financial:

Principal Place of Effective Percentage of


Business and Country Ownership Functional
Name of Subsidiaries of Incorporation 2024 2023 Currency
COLHK Hong Kong 100.00% 100.00% HK$
COL Investment Management, Inc. (CIMI) Philippines 80.00% 70.00% PHP
COL Equity Index Unitized Mutual Fund, Inc. Philippines 100.00% 100.00% PHP
(CEIUMF)
COL Strategic Growth Equity Unitized Mutual Philippines 100.00% 100.00% PHP
Fund, Inc. (CSGEUMF)

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CEIUMF and CSGEUMF started offering its Units of Participation on October 4, 2022 and
October 6, 2023, respectively. The assets and liabilities held by CEIUMF and CSGEUMF in relation
to the investment of the unitholders as at December 31, 2024 and 2023 are presented in Note 27.

On May 30, 2024, the operations of COLHK was terminated, as approved by the BOD of the Parent
Company on February 16, 2024. It is currently in the process of completing the regulatory
requirements for the dissolution of the entity.

In July 2024, the Parent Company acquired an additional 9,000,000 shares of CIMI at =
P0.84 per
share, increasing its ownership from 70.00% to 80.00%.

Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement
with the investee and has the ability to affect those returns through its power over the investee.
Specifically, the Group controls an investee if and only if the Group has:

 Power over the investee (i.e., existing rights that give it the current ability to direct the relevant
activities of the investee);
 Exposure, or rights, to variable returns from its involvement with the investee; and
 The ability to use its power over the investee to affect the amount of the Parent Company’s
returns.

Generally, there is a presumption that a majority of voting rights result in control. To support this
presumption and when the Group has less than a majority of the voting or similar rights of an
investee, the Group considers all relevant facts and circumstances in assessing whether it has power
over an investee, including:

 The contractual arrangement with the other vote holders of the investee;
 Rights arising from other contractual arrangements; and
 The Group’s voting rights and potential voting rights.

The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that
there are changes to one or more of the three elements of control. Consolidation of a subsidiary
begins when the Group obtains control over the subsidiary and ceases when the Group loses control
of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of
during the year are included in the consolidated financial statements from the date the Group gains
control until the date the Group ceases to control the subsidiary.

Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity
holders of the parent of the Group and to the non-controlling interests, even if this results in the non-
controlling interests having a deficit balance. When necessary, adjustments are made to the financial
statements of subsidiaries to bring their accounting policies in line with the Group’s accounting
policies. All intra-group assets and liabilities, equity, income, expenses and cash flows relating to
transactions between members of the Group are eliminated in full on consolidation.

A change in the ownership interest of a subsidiary, without loss of control, is accounted for as an
equity transaction.

If the Group loses control over a subsidiary, it derecognizes the related assets (including goodwill),
liabilities, non-controlling interest and other components of equity while any resulting gain or loss is
recognized in profit or loss. Any investment retained is recognized at fair value.

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Non-Controlling Interest
Non-controlling interest represents the portion of profit or loss and net assets not owned, directly or
indirectly, by the Parent Company and are presented in the consolidated statements of income,
consolidated statements of comprehensive income, and within equity in the consolidated statements
of financial position, separately from equity attributable to the Parent Company.

Changes in Accounting Policies and Disclosures


The accounting policies adopted are consistent with those of the previous financial year, except for
the adoption of new standards effective in 2024. The Group has not early adopted any standard,
interpretation or amendment that has been issued but is not yet effective.

Unless otherwise indicated, adoption of these new standards did not have a significant impact on the
interim consolidated financial statements of the Group.

 Amendments to PAS 1, Classification of Liabilities as Current or Non-current

The amendments clarify:

o That only covenants with which an entity must comply on or before reporting date will affect
a liability’s classification as current or non-current.
o That classification is unaffected by the likelihood that an entity will exercise its deferral right.
o That only if an embedded derivative in a convertible liability is itself an equity instrument
would the terms of a liability not impact its classification.

 Amendments to PFRS 16, Lease Liability in a Sale and Leaseback

The amendments specify how a seller-lessee measures the lease liability arising in a sale and
leaseback transaction in a way that it does not recognize any amount of the gain or loss that
relates to the right of use retained.

 Amendments to PAS 7 and PFRS 7, Disclosures: Supplier Finance Arrangements

The amendments specify disclosure requirements to enhance the current requirements, which are
intended to assist users of financial statements in understanding the effects of supplier finance
arrangements on an entity’s liabilities, cash flows and exposure to liquidity risk.

Standards and Interpretations Issued but not yet Effective


Pronouncements issued but not yet effective are listed below. The Group does not expect that the
future adoption of the said pronouncements will have a significant impact on its interim consolidated
financial. statements. The Group intends to adopt the following pronouncements when they become
effective.

Effective beginning on or after January 1, 2025


 PFRS 17, Insurance Contracts
 Amendments to PAS 21, Lack of exchangeability

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Effective beginning on or after January 1, 2026


 Amendments to PFRS 9 and PFRS 7, Classification and Measurement of Financial Instruments
 Annual Improvements to PFRS Accounting Standards—Volume 11
o Amendments to PFRS 1, Hedge Accounting by a First-time Adopter
o Amendments to PFRS 7, Gain or Loss on Derecognition
o Amendments to PFRS 9, Lessee Derecognition of Lease Liabilities and Transaction Price
o Amendments to PFRS 10, Determination of a ‘De Facto Agent’
o Amendments to PAS 7, Cost Method

Effective beginning on or after January 1, 2027


 PFRS 18, Presentation and Disclosure in Financial Statements
 PFRS 19, Subsidiaries without Public Accountability

Deferred effectivity
 Amendments to PFRS 10, Consolidated Financial Statements, and PAS 28, Sale or Contribution
of Assets between an Investor and its Associate or Joint Venture

Summary of Material Accounting Policies

Foreign Currency Translation


Transactions in foreign currencies are initially recorded in the prevailing functional currency spot rate
at the date the transaction first qualifies for recognition. Monetary assets and liabilities denominated
in foreign currencies are translated at the closing functional currency rate of exchange at the reporting
period. All differences are taken to the consolidated statement of income.

On consolidation, the assets and liabilities of the consolidated foreign subsidiary are translated into
Philippine Peso at the rate of exchange prevailing at the reporting date and their statement of income
is translated at the average exchange rates for the year. The exchange differences arising on
translation for consolidation are recognized in equity (under ‘Accumulated translation adjustment’).
Upon disposal of the foreign subsidiary, the component of OCI relating to the foreign subsidiary is
recognized in the consolidated statement of income.

Current versus Non-current Classification


The Group presents assets and liabilities in the consolidated statement of financial position based on
current/non-current classification. An asset is current when it is:

 Expected to be realized or intended to be sold or consumed in a normal operating cycle;


 Held primarily for the purpose of trading;
 Expected to be realized within 12 months after reporting period; or
 Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at
least 12 months after the reporting period.

All other assets are classified as non-current.

A liability is current when:

 It is expected to be settled in a normal operating cycle;


 It is held primarily for the purpose of trading;
 It is due to be settled within 12 months after the reporting period; or
 There is no unconditional right to defer the settlement of the liability for at least 12 months after
the reporting period.

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All other liabilities are classified as non-current.

Net deferred tax assets (liabilities) are classified as non-current.

Cash and Cash Equivalents


Cash includes cash on hand and in banks. Cash equivalents are short-term, highly liquid investments
that are readily convertible to known amounts of cash with original maturities of three (3) months or
less from dates of acquisition and that are subject to insignificant risk of changes in value.

Cash in a Segregated Account


Cash in a segregated account represents clients’ monies maintained by COLHK with a licensed bank
arising from its normal course of business.

The asset is recognized to the extent that COLHK bears the risks and rewards related to the clients’
monies deposited in the bank. Similarly, the accompanying liability is recognized to the extent that
COLHK has the obligation to deliver cash to its customers upon withdrawal and is liable for any loss
or misappropriation of clients’ monies.

Financial Instruments - Initial Recognition and Subsequent Measurement


Date of recognition
Financial instruments are any contracts that give rise to a financial asset of one entity and a financial
liability or equity instrument of another entity. Financial instruments are recognized in the
consolidated statement of financial position when the Group becomes a party to the contractual
provisions of the instrument. Purchases or sales of financial assets that require delivery of assets
within the time frame established by regulation or convention in the marketplace are recognized on
the trade date.

Financial instruments at FVTPL


Financial assets and financial liabilities at FVTPL are recorded in the consolidated statement of
financial position at fair value. Changes in fair value are recorded in ‘Trading gains (losses) - net’ in
the consolidated statement of income. Interest earned or incurred is recorded in interest income or
expense, respectively, while dividend income is recorded in other revenues according to the terms of
the contract, or when the right of the payment has been established.

Initial recognition and classification of financial instruments


Financial assets are measured at FVTPL unless these are measured at fair value through other
comprehensive income (FVOCI) or at amortized cost. Financial liabilities are classified as either
financial liabilities at FVTPL or financial liabilities at amortized cost. The classification of financial
assets depends on the contractual terms and the business model for managing the financial assets.
Subsequent to initial recognition, the Group may reclassify its financial assets only when there is a
change in its business model for managing these financial assets. Reclassification of financial
liabilities is not allowed.

The Group determines its business model at the level that best reflects how it manages groups of
financial assets to achieve its business objective. The Group’s business model is not assessed on an
instrument-by-instrument basis, but at a higher level of aggregated portfolios. As a second step of its
classification process, the Group assesses the contractual terms of financial assets to identify whether
they pass the contractual cash flows test (SPPI test).

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Investment securities at FVOCI


Investment securities at FVOCI include debt and equity securities. After initial measurement,
investment securities at FVOCI are subsequently measured at fair value. The unrealized gains and
losses arising from the fair valuation of investment securities at FVOCI are excluded, net of tax as
applicable, from the reported earnings and are included in the consolidated statement of
comprehensive income as ‘Change in net unrealized loss on investment securities at FVOCI’.

Debt securities at FVOCI are those that meet both of the following conditions: (i) the asset is held
within a business model whose objective is to hold the financial assets in order to both collect
contractual cash flows and sell financial assets; and (ii) the contractual terms of the financial asset
give rise on specified dates to cash flows that are SPPI on the outstanding principal amount. The
effective yield component of debt securities at FVOCI, as well as the impact of restatement on
foreign currency-denominated debt securities at FVOCI, is reported in the consolidated statement of
income. Interest earned on holding debt securities at debt securities at FVOCI are reported as
‘Interest income’ using the effective interest rate (EIR) method. When the debt securities at FVOCI
are disposed of, the cumulative gain or loss previously recognized in the consolidated statement of
comprehensive income is recognized as ‘Trading and securities gain (loss) - net’ in the consolidated
statement of income. The expected credit losses (ECL) arising from impairment of such investments
are recognized in OCI with a corresponding charge to ‘Provision for credit losses’ in the consolidated
statement of income.

Equity securities designated at FVOCI are those that the Group made an irrevocable election to
present in OCI the subsequent changes in fair value. Dividends earned on holding equity securities at
FVOCI are recognized in the consolidated statement of income as ‘Dividends’ when the right of the
payment has been established, except when the Group benefits from such proceeds as a recovery of
part of the cost of the instrument, in which case, such gains are recorded in OCI. Gains and losses on
disposal of these equity securities are never recycled to profit or loss, but the cumulative gains or
losses previously recognized in the consolidated statement of comprehensive income is reclassified to
‘Retained earnings’ or any other appropriate equity account upon disposal. Equity securities at
FVOCI are not subject to impairment assessment.

The Group had no investment securities at FVOCI as at December 31, 2024 and 2023.

Financial assets at amortized cost


Financial assets at amortized cost are debt financial assets that meet both of the following conditions:
(i) these are held within a business model whose objective is to hold the financial assets in order to
collect contractual cash flows; and (ii) the contractual terms give rise on specified dates to cash flows
that are SPPI on the outstanding principal amount. This accounting policy mainly relates to the
consolidated statement of financial position captions ‘Cash and cash equivalents’, ‘Cash in a
segregated account’, ‘Short-term time deposits’, ‘Trade receivables’, ‘Other receivables’, ‘Investment
securities at amortized cost’ and deposit and refundable contributions to Clearing and Trade
Guarantee Fund (CTGF) and refundable deposits under ‘Other noncurrent assets’, which arise
primarily from service revenues and other types of receivables.

After initial measurement, financial assets at amortized cost are subsequently measured at amortized
cost using the EIR method, less impairment in value. Amortized cost is calculated by taking into
account any discount or premium on acquisition and fees that are an integral part of the EIR. The
amortization is included in ‘Interest income’ in the consolidated statement of income. Gains and
losses are recognized in consolidated statement of income when these investments are derecognized
or impaired, as well as through the amortization process. The ECL are recognized in the consolidated
statement of income under ‘Provision for credit losses’. The effects of revaluation on foreign
currency-denominated investments are recognized in the consolidated statement of income.

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Fair Value Measurement


The Group measures financial instruments, such as financial assets at FVTPL, at fair value at each
end of the reporting period. Also, fair values of financial instruments measured at amortized cost are
disclosed in Note 24.

Fair value is the estimated price that would be received to sell an asset or paid to transfer a liability in
an orderly transaction between market participants at the measurement date. The fair value
measurement is based on the presumption that the transaction to sell the asset or transfer the liability
takes place either:

 In the principal market for the asset or liability, or


 In the absence of a principal market, in the most advantageous market for the asset or liability.

The principal or the most advantageous market must be accessible by the Group. The fair value of an
asset or a liability is measured using the assumptions that market participants would use when pricing
the asset or liability, assuming that market participants act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market participant’s ability to
generate economic benefits by using the asset in its highest and best use or by selling it to another
market participant that would use the asset in its highest and best use.

The Group uses valuation techniques that are appropriate in the circumstances and for which
sufficient data are available to measure fair value, maximizing the use of relevant observable inputs
and minimizing the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the consolidated financial
statements are categorized within the fair value hierarchy, described as follows, based on the lowest
level input that is significant to the fair value measurement as a whole:

 Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities
 Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value
measurement is directly or indirectly observable
 Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value
measurement is unobservable

For assets and liabilities that are recognized in the consolidated financial statements on a recurring
basis, the Group determines whether transfers have occurred between Levels in the hierarchy by re-
assessing categorization (based on the lowest level input that is significant to the fair value
measurement as a whole) at each end of the reporting period.

The fair value of equity financial instruments that are actively traded in organized financial markets is
determined by reference to quoted market close prices at the close of business of the reporting period.

For financial instruments where there is no active market, fair value is determined using valuation
techniques. Such techniques include comparison to similar investments for which market observable
prices exist and discounted cash flow analysis or other valuation models.

*SGVFS195666*
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For the purpose of fair value disclosures, the Group has determined classes of assets and liabilities on
the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value
hierarchy as explained above.

Trade Receivables and Payables


Trade receivables from customers, which include margin accounts, and payable to clearing house and
other brokers arise from securities purchased (in a regular way transaction) that have been contracted
for but not yet delivered and settled at the end of the reporting period. Payable to customers and
receivable from clearing house and other brokers arise from securities sold (in a regular way
transaction) that have been contracted for but not yet delivered and settled at the end of the reporting
period. Refer to the accounting policy for ‘Financial assets’ and ‘Financial liabilities’ for recognition
and measurement. The related security valuation shows all positions as of clearance date.

Derecognition of Financial Instruments


Financial assets
A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial
assets) is derecognized when:

 the rights to receive cash flows from the asset have expired;
 the Group retains the right to receive cash flows from the asset, but has assumed an obligation to
pay them in full without material delay to a third party under a ‘pass-through’ arrangement; or
 the Group has transferred its rights to receive cash flows from the asset and either (a) has
transferred substantially all the risks and rewards of the asset, or (b) has neither transferred nor
retained substantially all the risks and rewards of the asset, but has transferred control of the
asset.

When the Group has transferred its rights to receive cash flows from an asset and has neither
transferred nor retained substantially all the risks and rewards of the asset nor transferred control of
the asset, the asset is recognized to the extent of the Group’s continuing involvement in the asset.
Continuing involvement that takes the form of a guarantee over the transferred asset is measured at
the lower of the original carrying amount of the asset and the maximum amount of consideration that
the Group could be required to repay.

Financial liabilities
A financial liability is derecognized when the obligation under the liability is discharged or cancelled
or has expired.

Where an existing financial liability is replaced by another from the same lender on substantially
different terms, or the terms of an existing liability are substantially modified, such exchange or
modification is treated as a derecognition of the original liability and the recognition of a new
liability, and the difference in the respective carrying amounts is recognized in the consolidated
statement of income.

Impairment of Financial Assets


The Group recognizes an ECL for all debt instruments not held at FVTPL. ECLs are based on the
difference between the contractual cash flows due in accordance with the contract and all the cash
flows that the Group expects to receive, discounted at an approximation of the original effective
interest rate. The expected cash flows will include cash flows from the sale of collateral held or other
credit enhancements that are integral to the contractual terms.

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ECLs are recognized in two (2) stages. For credit exposures for which there has not been a
significant increase in credit risk since initial recognition, ECLs are provided for credit losses that
result from default events that are possible within the next 12 months (a 12-month ECL). For those
credit exposures for which there has been a significant increase in credit risk since initial recognition,
a loss allowance is required for credit losses expected over the remaining life of the exposure,
irrespective of the timing of the default (a lifetime ECL).

The Group calculates ECL either on an individual or a collective basis. The Group performs
collective impairment by grouping exposures into smaller homogeneous portfolios based on a
combination of borrower and account characteristics. Accounts with similar risk attributes (i.e.
facility, security, credit rating, months-on-books, utilization and collateral type, etc.) are pooled
together for calculation provisions based on the ECL models.

The Group assesses on a forward-looking basis the ECL associated with its debt instrument asset
carried at amortized cost and the exposure arising from unutilized margin trading facility.
For trade receivables, the Group applies a simplified approach in calculating ECLs. Therefore, the
Group does not track changes in credit risk, but instead recognizes a loss allowance based on lifetime
ECLs at each reporting date. The Group uses a provision matrix that estimates provision rates per
days past due bucket based on the SEC requirements, which considers the collateral securities with
market value adjusted by certain factor, as required in the Group’s risk-based capital calculation and
incorporates forward-looking information. A broad range of forward-looking factors are considered
as economic inputs, such as growth of the gross domestic product, inflation rates, unemployment
rates, interest rates and Philippine Stock Exchange Composite Index (PSEi) statistical indicators.

For cash and cash equivalents, cash in a segregated account and short-term time deposits, the Group
applies the low credit risk simplification.
Generally, the Group considers a financial asset in default when contractual payments are 90 days
past due. However, in certain cases, the Group may also consider a financial asset to be in default
when internal or external information indicates that the Group is unlikely to receive the outstanding
contractual amounts in full before taking into account any credit enhancements held by the Group. A
financial asset is written off when there is no reasonable expectation of recovering the contractual
cash flows. Investment securities at amortized cost are considered in default upon occurrence of a
credit event such as but not limited to bankruptcy of counterparty, restructuring, failure to pay on an
agreed settlement date, or request for moratorium.

Offsetting of Financial Assets and Liabilities


Financial assets and liabilities are offset and the net amount is reported in the consolidated statement
of financial position if, and only if, there is a currently enforceable legal right to offset the recognized
amounts and the Group intends to either settle on a net basis, or to realize the asset and the liability
simultaneously. The Group assesses that it has a currently enforceable right of offset if the right is
not contingent on a future event, and is legally enforceable in the normal course of business, event of
default, and event of insolvency or bankruptcy of the Group and all of the counterparties.

Property and Equipment


Property and equipment is stated at cost, excluding the costs of day-to-day servicing, less
accumulated depreciation and amortization and any accumulated impairment losses, if any.

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Such cost includes the cost of replacing part of such property and equipment, if the recognition
criteria are met.

The initial cost of property and equipment comprises its purchase price, including import duties, non-
refundable taxes and any directly attributable costs of bringing the asset to its working condition and
location for its intended use. Expenditures incurred after the property and equipment have been put
into operations, such as repairs and maintenance, are normally charged against income in the period
when the costs are incurred. In situations where it can be clearly demonstrated that the expenditures
have resulted in an increase in the future economic benefits expected to be obtained from the use of
an item of property and equipment beyond its originally assessed standard of performance, the
expenditures are capitalized as additional costs of property and equipment.

Each part of an item of property and equipment with a cost that is significant in relation to the total
cost of the item is depreciated separately.

Depreciation and amortization is computed on the straight-line basis over the following estimated
useful lives of the assets:

Category Number of Years


Online trading equipment and facilities 3-10
Furniture, fixtures and equipment 3-10
Transportation equipment 5
Leasehold improvements 5 or term of lease,
whichever is
shorter

The carrying values of property and equipment are reviewed for impairment when events or changes
in circumstances indicate that the carrying value may not be recoverable.

An item of property and equipment is derecognized upon disposal or when no future economic
benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset
(calculated as the difference between the net disposal proceeds and the carrying amount of the asset)
is included in the consolidated statement of income in the year the asset is derecognized. The asset’s
residual values, if any, useful lives and methods are reviewed and adjusted if appropriate, at each end
of the reporting period.

The Group recognizes right-of-use assets at the commencement date of the lease (i.e., the date the
underlying asset is available for use). Right-of-use assets are initially measured at cost, less any
accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease
liabilities. The initial cost of right-of-use assets includes the amount of lease liabilities recognized,
initial direct costs incurred, lease payments made at or before the commencement date less any lease
incentives received and estimate of costs to be incurred by the lessee in dismantling and removing the
underlying asset, restoring the site on which it is located or restoring the underlying asset to the
condition required by the terms and conditions of the lease, unless those costs are incurred to produce
inventories.

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Unless the Group is reasonably certain to obtain ownership of the leased asset at the end of the lease
term, the recognized right-of-use assets are depreciated on a straight-line basis over the shorter of
their estimated useful life and lease term. Right-of-use assets are subject to impairment.

Investment Property
Investment property is measured initially at cost, including transaction costs. Subsequent to initial
recognition, investment properties are carried at cost less accumulated depreciation (for depreciable
investment properties) and impairment in value.

Investment properties are derecognized either when they have been disposed of or when they are
permanently withdrawn from use and no future economic benefit is expected from their disposal. The
difference between the net disposal proceeds and the carrying amount of the asset is recognized in
profit or loss in the period of derecognition.

Expenditures incurred after the investment properties have been put into operations, such as repairs
and maintenance costs, are normally charged to operations in the year in which the costs are incurred.

Depreciation is calculated on a straight-line basis using the remaining useful lives from the time of
acquisition of the investment properties based on appraisal reports but not to exceed 50 years for
buildings and condominium units

Transfers are made to (or from) investment property only when there is a change in use. For a
transfer from investment property to owner-occupied property, the deemed cost for subsequent
accounting is the fair value at the date of change in use. If owner-occupied property becomes an
investment property, the Group accounts for such property in accordance with the policy stated under
property and equipment up to the date of change in use.

Intangibles
Exchange trading rights
Exchange trading rights are carried at cost less any allowance for impairment losses and are reviewed
for impairment annually or more frequently if events or changes in circumstances indicate that the
carrying values may be impaired. The exchange trading rights are deemed to have indefinite useful
lives as there is no foreseeable limit to the period over which the asset is expected to generate net
cash inflows for the Group. The assessment of indefinite life is reviewed annually to determine
whether the indefinite useful life continues to be supportable. If not, the change in useful life from
indefinite to finite is made on a prospective basis. The Parent Company does not intend to sell its
exchange trading right in the near future while COLHK’s exchange trading right is a nontransferable
right.

Software costs
Costs related to software purchased by the Group for use in operations are amortized on a straight-
line basis over the estimated life of three (3) to ten (10) years.

Impairment of Non-Financial Assets


The Group assesses at each end of the reporting period whether there is an indication that its
prepayments, property and equipment, intangibles and other non-financial assets may be impaired. If
any such indication exists or when the annual impairment testing for an asset is required, the Group
makes an estimate of the asset’s recoverable amount. An asset’s recoverable amount is the higher of
the asset’s value-in-use (VIU) or its fair value less costs to sell. The fair value less costs to sell is the
amount obtainable from the sale of an asset at an arm’s length transaction, while VIU is the present
value of estimated future cash flows expected to arise from the continuing use of an asset and from its
disposal at the end of its useful life. Where the carrying amount of an asset exceeds its recoverable

*SGVFS195666*
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amount, the asset is considered impaired and is written down to its recoverable amount. An
impairment loss is recognized by a charge against current operations for the excess of the carrying
amount of an asset over its recoverable amount in the year in which it arises.

Intangibles with indefinite useful lives are tested for impairment annually at end of the reporting
period either individually or at the cash generating unit level, as appropriate. Intangibles with finite
lives are assessed for impairment whenever there is an indication that the intangible asset may be
impaired. A previously recognized impairment loss is reversed by a credit to current operations to the
extent that it does not restate the asset to a carrying amount in excess of what would have been
determined (net of any accumulated depreciation and amortization) had no impairment loss been
recognized for the asset in prior years.

Leases
Group as a lessee
The Group recognized right-of-use assets and lease liabilities for those leases previously classified as
operating leases, except for leases of low-value assets. The right-of-use assets for all leases were
recognized based on the amount equal to the lease liabilities, adjusted for any related prepaid and
accrued lease payments previously recognized. Lease liabilities were recognized based on the present
value of the remaining lease payments, discounted using the incremental borrowing rate at the date of
initial application.

Lease liabilities
At the commencement date of the lease, the Group recognizes lease liabilities measured at the present
value of lease payments to be made over the lease term. The lease payments include fixed payments
(including in substance fixed payments) less any lease incentives receivable, variable lease payments
that depend on an index or a rate, and amounts expected to be paid under residual value guarantees.
The lease payments also include the exercise price of a purchase option reasonably certain to be
exercised by the Group and payments of penalties for terminating a lease, if the lease term reflects the
Group exercising the option to terminate. The variable lease payments that do not depend on an
index or a rate are recognized as expense in the period on which the event or condition that triggers
the payment occurs.

In calculating the present value of lease payments, the Group uses the incremental borrowing rate at
the lease commencement date if the interest rate implicit in the lease is not readily determinable.
After the commencement date, the amount of lease liabilities is increased to reflect the accretion of
interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities
is remeasured if there is a modification, a change in the lease term, a change in the in-substance fixed
lease payments or a change in the assessment to purchase the underlying asset.

Leases of low-value assets


The Group applies the leases of low-value assets recognition exemption to leases of office equipment
that are considered of low value. Lease payments on leases of low-value assets are recognized as
expense on a straight-line basis over the lease term.

Provisions
Provisions are recognized when the Group has a present obligation (legal or constructive) as a result
of a past event, it is probable that an outflow of resources embodying economic benefits will be
required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
If the effect of the time value of money is material, provisions are made by discounting the expected
future cash flows at a pre-tax rate that reflects current market assessments of the time value of money
and, where appropriate, the risks specific to the liability. Where discounting is used, the increase in
the provision due to the passage of time is recognized as an interest expense.

*SGVFS195666*
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Where the Group expects some or all of a provision to be reimbursed, the reimbursement is
recognized as a separate asset but only when the reimbursement is virtually certain. The expense
relating to any provision is presented in the consolidated statement of income, net of any
reimbursement.

Capital Stock and Capital Paid-in Excess of Par Value


The Parent Company’s capital stock is stated at par value and classified as equity. Incremental costs
directly attributable to the issue of new capital stock are shown in equity as a deduction, net of any
related tax benefit, from the proceeds.

Where the Group purchases the Parent Company’s capital stock (treasury shares), the consideration
paid, including any directly attributable incremental costs (net of applicable taxes) is deducted from
equity attributable to the Parent Company’s stockholders until the shares are cancelled or reissued.
Where such shares are subsequently reissued, any consideration received, net of any directly
attributable incremental transaction costs and the related tax effects, is included in equity.

Amount of contribution in excess of par value is accounted for as a capital in excess of par value.
Capital in excess of par value also arises from additional capital contribution from the stockholders.

Retained Earnings
Retained earnings are accumulated profits realized out of normal and continuous operations of the
business after deducting therefrom distributions to stockholders and transfers to capital or other
accounts. Cash dividends are recognized as a liability and a deduction from equity when approved by
the Parent Company’s BOD while stock dividends are recognized as a deduction from retained
earnings when approved by the Parent Company’s BOD and stockholders. Dividends for the year
that are approved after the end of the reporting period are dealt with as an event after the end of the
reporting period.

Retained earnings may also include retrospective effect of changes in accounting policy as may be
required by the transitional provisions of the new or revised accounting policy.

Unappropriated retained earnings represent the accumulated profits and gains realized out of the
normal and continuous operations of the Group after deducting therefrom distributions to
stockholders and transfers to capital stocks or other accounts, and which are:

 Not appropriated by its BOD for corporate expansion projects or programs;


 Not covered by a restriction for dividend declaration under a loan agreement;
 Not required under special circumstances obtaining in the Group such as when there is a need for
a special reserve for probable contingencies.

Appropriated retained earnings represent that portion which has been restricted and, therefore, not
available for dividend declaration.

Revenue Recognition
Revenue from contracts with customers is recognized upon performance of services to the customer
at an amount that reflects the consideration to which the Group expects to be entitled in exchange for
those services.

*SGVFS195666*
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The Group assesses its revenue arrangements against specific criteria in order to determine if it is
acting as a principal or agent. The Group has concluded that it is the principal in all of its revenue
arrangements except for its brokerage transactions. The following specific recognition criteria must
also be met before revenue is recognized:

Commissions
Commissions are recognized as income upon confirmation of trade deals. These are computed for
every trade transaction based on a flat rate or a percentage of the amount of trading transaction,
whichever is higher.

Trail fees
Trail fees are recognized as income as earned. These pertain to the revenue earned by the Parent
Company from the distribution of mutual funds of various fund houses to its customers and are
computed daily as a percentage of the total assets under administration for each fund.

Revenues outside the scope of PFRS 15


Interest
For all financial instruments measured at amortized cost, interest income is recorded using EIR,
which is the rate that exactly discounts estimated future cash receipts through the expected life of the
financial instrument or a shorter period, where appropriate, to the net carrying amount of the financial
asset. The calculation takes into account all contractual terms of the financial instrument, including
any fees or incremental costs that are directly attributable to the instrument and are an integral part of
the EIR. The adjusted carrying amount is calculated based on the original EIR. The change in
carrying amount is recorded as ‘Interest income’.

Under PFRS 9, when a financial asset becomes credit-impaired, the Group calculates interest income
by applying the EIR to the net amortized cost of the financial asset. If the financial asset cures and is
no longer credit-impaired, the Group reverts to calculating interest income on a gross basis.

Trading gains - net


Results arising from trading activities include all gains and losses from changes in fair value for
financial assets and financial liabilities at FVTPL and gains and losses from disposal of investment
securities at FVTPL.

Unrealized trading gains and losses comprise changes in the fair value of financial instruments for the
period and from reversal of prior period’s unrealized gains and losses for financial instruments which
were realized in the reporting period. Realized gains and losses on disposals of financial instruments
classified as at FVTPL are calculated using the first-in, first-out (FIFO) method. They represent the
difference between an instrument’s initial carrying amount and disposal amount.

Dividend
Dividend income is recognized when the right to receive payment is established, which is the date of
declaration.

Other income
Revenue is recognized in the consolidated statement of income as they are earned.

*SGVFS195666*
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Costs and Expenses


Costs and expenses are decreases in economic benefits during the accounting period in the form of
outflows or decrease of assets or incurrence of liabilities that result in decreases in equity, other than
those relating to distributions to equity participants. Cost of services such as commissions, direct
personnel costs, stock exchange dues and fees, central depository fees, research costs, and
communication costs are recognized when the related revenue is earned or when the service is
rendered. The majority of operating expenses incurred by the Group such as indirect personnel costs,
professional fees, computer services, and other operating expenses are overhead in nature and are
recognized with regularity as the Group continues its operations.

Retirement Costs
Defined benefit plan
The Parent Company has a noncontributory defined benefit retirement plan.

The net defined benefit liability or asset is the aggregate of the present value of the defined benefit
obligation at the end of the reporting period reduced by the fair value of plan assets (if any), adjusted
for any effect of limiting a net defined benefit asset to the asset ceiling. The asset ceiling is the
present value of any economic benefits available in the form of refunds from the plan or reductions in
future contributions to the plan.

The cost of providing benefits under the defined benefit plans is actuarially determined using the
projected unit credit method. This method reflects service rendered by employees to the date of
valuation and incorporates assumptions concerning the employees’ projected salaries.

Defined benefit costs comprise the following:

 Service cost
 Net interest on the net defined benefit liability or asset
 Remeasurements of net defined benefit liability or asset

Service costs which include current service cost, past service costs and gains or losses on non-routine
settlements are recognized as ‘Retirement costs’ under ‘Personnel costs’. Past service costs are
recognized when plan amendment or curtailment occurs.

Net interest on the net defined benefit liability or asset is the change during the period in the net
defined benefit liability or asset that arises from the passage of time which is determined by applying
the discount rate based on government bonds to the net defined benefit liability or asset. Net interest
on the net defined benefit liability or asset is recognized as ‘Interest expense’ in the consolidated
statement of income.

Remeasurements comprising actuarial gains and losses, return on plan assets and any change in the
effect of the asset ceiling (excluding net interest on defined benefit liability) are recognized
immediately in OCI in the period in which they arise. Remeasurements are not reclassified to the
consolidated statement of income in subsequent periods. Remeasurements recognized in OCI are
retained in OCI which are presented as ‘Gain (loss) on remeasurement of retirement obligation’ under
equity.

*SGVFS195666*
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Plan assets are assets that are held by a long-term employee benefit fund or qualifying insurance
policies. Plan assets are not available to the creditors of the Group, nor can they be paid directly to
the Group. Fair value of plan assets is based on market price information. When no market price is
available, the fair value of plan assets is estimated by discounting expected future cash flows using a
discount rate that reflects both the risk associated with the plan assets and the maturity or expected
disposal date of those assets (or, if they have no maturity, the expected period until the settlement of
the related obligations). If the fair value of the plan assets is higher than the present value of the
defined benefit obligation, the measurement of the resulting defined benefit asset is limited to the
present value of economic benefits available in the form of refunds from the plan or reductions in
future contributions to the plan.

The Group’s right to be reimbursed of some or all of the expenditure required to settle a defined
benefit obligation is recognized as a separate asset at fair value when and only when reimbursement is
virtually certain.

Defined contribution plan


The retirement plan of COLHK is a defined contribution retirement plan. Under a defined
contribution retirement plan, the entity’s legal and constructive obligation is limited to the amount
that it agrees to contribute to the fund. Thus, the amount of the post-employment benefits received by
the employee is determined by the amount of contributions paid by an entity to a post-employment
benefit plan, together with investment returns arising from the contributions. Consequently, actuarial
risk (that benefits will be less than expected) and investment risk (that assets invested will be
sufficient to meet expected benefits) fall on the employee.

The standard requires an entity to recognize short-term employee benefits when an employee has
rendered service in exchange of those benefits.

Earnings per Share (EPS)


Basic EPS is computed by dividing earnings applicable to common stock by the weighted average
number of common shares outstanding, after giving retroactive effect for any stock dividends, stock
splits or reverse stock splits during the year.

Diluted EPS is computed by dividing net income by the weighted average number of common shares
outstanding during the year, after giving retroactive effect for any stock dividends, stock splits or
reverse stock splits during the year, and adjusted for the effect of dilutive options.

Outstanding share options granted under the Parent Company’s share options plan (SOP) will have a
dilutive effect under the treasury stock method only when the average market price of the underlying
common share during the period exceeds the exercise price of the option. Where the effect of the
exercise of all outstanding options has anti-dilutive effect, basic and diluted EPS are stated at the
same amount.

Potential ordinary shares are weighted for the period they are outstanding. Potential ordinary shares
that are converted into ordinary shares during the period are included in the calculation of diluted EPS
from the beginning of the period to the date of conversion; from the date of conversion, the resulting
ordinary shares are included in both basic and diluted EPS.

*SGVFS195666*
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Taxes
Current income tax
Current income tax assets and liabilities are measured at the amount expected to be recovered from or
paid to the taxation authorities. The income tax rates and income tax laws used to compute the
amount are those that are enacted or substantively enacted at the end of the reporting period in the
countries where the Group operates and generates taxable income. Management periodically
evaluates positions taken in the tax returns with respect to situations in which applicable tax
regulations are subject to interpretations and establishes provisions where appropriate.

Deferred income tax


Deferred income tax is provided, using the balance sheet liability method, on all temporary
differences at the end of the reporting period between the tax bases of assets and liabilities and their
carrying amounts for financial reporting purposes.

Deferred income tax assets and liabilities are recognized for all taxable temporary differences. With
respect to investments in foreign subsidiaries, deferred income tax liabilities are recognized except
where the timing of the reversal of the temporary difference can be controlled and it is probable that
the temporary difference will not reverse in the foreseeable future.

Deferred income tax assets are recognized for all deductible temporary differences including net loss
carry-over to the extent that it is probable that sufficient future taxable income will be available
against which the deductible temporary differences can be utilized. Deferred income tax, however, is
not recognized on temporary differences that arise from the initial recognition of an asset or liability
in a transaction that is not a business combination and, at the time of the transaction, affects neither
the accounting income nor the taxable income or loss.

The carrying amount of deferred income tax assets is reviewed at each end of the reporting period and
reduced to the extent that it is no longer probable that sufficient future taxable income will be
available to allow all or part of the deferred income tax asset to be utilized. Unrecognized deferred
income tax assets are reassessed at each end of the reporting period and are recognized to the extent
that it has become probable that future taxable income will allow the deferred income tax asset to be
recovered.

Deferred income tax assets and liabilities are measured at the tax rates that are applicable to the
period when the asset is realized or the liability is settled, based on income tax rates and income tax
laws that have been enacted or substantively enacted at the end of the reporting period.

Deferred income tax relating to items recognized directly in equity is also recognized in equity.
Deferred income tax items are recognized in correlation to the underlying transaction either in OCI or
directly in equity.

Deferred income tax assets and deferred income tax liabilities are offset if a legally enforceable right
exists to offset current income tax assets against current income tax liabilities and deferred income
taxes related to the same taxable entity and the same taxation authority.

Contingencies
Contingent liabilities are not recognized in the consolidated financial statements. These are disclosed
unless the possibility of an outflow of resources embodying economic benefits is remote. Contingent
assets are not recognized in the consolidated financial statements but are disclosed when an inflow of
economic benefits is probable.

*SGVFS195666*
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Segment Reporting
The Group’s operating businesses are organized and managed separately according to the nature of
the products and services provided, with each segment representing a strategic business unit that
offers different products and serves different markets. Financial information on business segments is
presented in Note 26.

Events After the End of the Reporting Period


Post year-end events that provide additional information about the Group’s position at the end of the
reporting period (adjusting events) are reflected in the consolidated financial statements. Post year-
end events that are not adjusting events are disclosed when material.

3. Significant Accounting Judgments, Estimates and Assumptions

The preparation of the consolidated financial statements in accordance with PFRS requires the Group
to make judgments and estimates that affect the reported amounts of assets, liabilities, income and
expenses and disclosure of contingent assets and contingent liabilities. Future events may occur
which will cause the judgments and assumptions used in arriving at the estimates to change. The
effects of any change in judgments and estimates are reflected in the consolidated financial statements
as they become reasonably determinable.

Judgments and estimates and assumptions are continually evaluated and are based on historical
experience and other factors, including expectations of future events that are believed to be
reasonable under the circumstances. However, actual outcome can differ from these estimates

The following are the critical judgments and key assumptions that have a significant risk of material
adjustment to the carrying amounts of assets and liabilities within the next financial year:

Judgments
Offsetting of financial assets and liabilities
The Group considers its compliance with the offsetting criteria as a significant judgment in presenting
financial assets and liabilities in its consolidated statement of financial condition. In making such
assessment, the Group determines at each financial asset and liability the existence of an enforceable
legal right to offset and if there is an intention to settle on a net basis and to realize the assets and
settle the liabilities simultaneously.

Estimates and Assumptions


Impairment of the intangibles
Intangibles include exchange trading rights which are carried at cost less any allowance for
impairment loss. Exchange trading rights are reviewed for impairment annually or more frequently if
events or changes in circumstances indicate that the carrying values may be impaired. The exchange
trading rights are deemed to have indefinite useful lives as there is no foreseeable limit to the period
over which the asset is expected to generate net cash inflows for the Group.

The key assumptions used to determine the recoverable amount of the Group’s exchange trading
rights are further explained in Note 11. The Parent Company does not intend to sell its exchange
trading right in the near future. COLHK’s right is nontransferable with an indefinite useful life. As
at December 31, 2024 and 2023, the carrying values of intangibles are disclosed in Note 11.

*SGVFS195666*
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Estimating recoverability of deferred income tax assets


Deferred tax assets are recognized for all unused tax losses and temporary differences to the extent
that it is probable that future taxable profit will be available against which the losses can be utilized.
The Group reviews the carrying amounts of deferred income tax assets at each end of the reporting
period and reduces deferred income tax assets to the extent that it is no longer probable that sufficient
future taxable income will be available to allow all or part of the deferred income tax assets to be
utilized. Significant management judgment is required to determine the amount of deferred income
tax assets that can be recognized, based upon the likely timing and level of future taxable profits
together with future tax planning strategies. In the case of the Parent Company, management has to
assess annually, for income tax purposes, the method of deduction that it should use in order to
determine the impact of the temporary differences and the applicable effective tax rate. The deferred
income tax assets (liabilities) as at December 31, 2024 and 2023 are disclosed in Note 19.

Determining Retirement Obligation


The costs of defined retirement obligation as well as the present value of the defined benefit
obligation are determined using actuarial valuations. The actuarial valuation involves making various
assumptions. These include the determination of the discount rates, future salary increases, mortality
rates and future retirement increases. Due to the complexity of the valuation, the underlying
assumptions and its long-term nature, defined benefit obligation are highly sensitive to changes in
these assumptions.

All assumptions are reviewed at each end of the reporting period.

In determining the appropriate discount rate, Management considers the interest rates of government
bonds that are denominated in the currency in which the benefits will be paid, with extrapolated
maturities corresponding to the expected duration of the defined benefit obligation.

Further details about the assumptions used are provided in Note 18.

4. Cash and Cash Equivalents and Short-term Time Deposits

Cash and Cash Equivalents

This account consists of:

2024 2023
Cash on hand and in banks P
=252,666,475 P318,657,092
=
Cash equivalents 9,451,249,308 9,120,322,981
P
=9,703,915,783 =9,438,980,073
P

Cash in banks earn interest at the respective bank deposit rates. Cash equivalents are composed of
short-term cash investments with varying periods of up to three (3) months depending on the Group’s
immediate cash requirements, and earn interest ranging from 2.75% to 6.50% per annum in 2024,
from 3.00% to 6.38% per annum in 2023 and from 0.25% to 5.88% per annum in 2022. The Parent
Company has United States dollar (US$)-denominated cash in banks amounting to US$1,129 and
US$50,677 as at December 31, 2024 and 2023, respectively, while COLHK has US$-denominated
cash in banks amounting to US$501 and US$39,364 as at December 31, 2024 and 2023, respectively.

*SGVFS195666*
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In compliance with Securities Regulation Code (SRC) Rule 49.2 covering customer protection and
custody of securities, the Parent Company maintains special reserve accounts for its customers
amounting to =P9,575,721,717 and = P9,532,993,408 as at December 31, 2024 and 2023, respectively.
The special reserve accounts consist of cash in banks and short-term cash investments which are
recorded as ‘Cash and cash equivalents,’ and short-term government debt securities recorded as
‘Investment securities at amortized cost’ (Note 8). Cash and cash equivalents considered as special
reserve accounts amounted to = P9,575,721,717 and = P9,237,613,618 as at December 31, 2024 and
2023, respectively. The Parent Company’s reserve requirement is determined based on the SEC’s
prescribed computations. As at December 31, 2024 and 2023, the Parent Company’s reserve
accounts are adequate to cover its reserve requirements.

Interest income of the Group from cash and cash equivalents, cash in segregated account and time
deposits amounted to =P609,427,384, =
P591,823,401 and =P133,273,719 in 2024, 2023 and 2022,
respectively (Note 16).

Short-term Time Deposits


As of December 31, 2023, this account pertains to the Parent Company’s time deposits in local banks
that have original maturities of more than three (3) months but less than a year and earn interest at
6.00% to 6.25% per annum in 2023. These time deposits matured in January 2024.

5. Cash in a Segregated Account

COLHK receives and holds money deposited by clients in the conduct of the regulated activities of its
ordinary business. These clients’ monies are maintained with a licensed bank. The Group has
classified the clients’ monies under current assets in the consolidated statements of financial position
and recognized a corresponding payable to customers on grounds that it is liable for any loss or
misappropriation of clients’ monies (Note 13). The Group is not allowed to use the clients’ monies to
settle its own obligations.

Interest income from cash in segregated account is included under ‘Interest income - banks’
(Notes 4 and 16).

6. Financial Assets at FVTPL

This account consists of:

2024 2023
Government and corporate debt securities P
=74,311,389 =89,500,791
P
Mutual funds 26,401,984 640,013
Listed equity securities 448,121 907,606
P
=101,161,494 =91,048,410
P

The peso-denominated government debt securities pertain to investments in Treasury bills which bear
nominal annual interest rates of 6.22% per annum in 2024, from 3.15% to 6.23% per annum in 2023
and from 1.01% to 3.15% per annum in 2022. Interest income earned from these investments
amounted to =
P346,298, = P113,686 and =P593,340 in 2024, 2023 and 2022, respectively (Note 16).

*SGVFS195666*
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The Group also invested in peso-denominated government and corporate bonds which bear nominal
interest rates ranging from 4.63% to 9.25% per annum in 2024 and from 2.84% to 9.25% per annum
in 2023 and 2022. Interest income earned from the investments amounted to =
P4,214,965, P
=4,712,109,
and P=2,920,806 in 2024, 2023 and 2022, respectively (Note 16).

The dividend income under ‘Other revenues’ represents dividends received from investments in
shares of stocks of companies listed in the PSE amounted to =
P6,056, =
P96,335 and P
=248,170 in 2024,
2023 and 2022, respectively (Note 16).

The Group’s net trading gains follow:

2024 2023 2022


Trading gains from sale P
=651,224 =1,790,374
P =10,252,639
P
Unrealized trading gains (losses) (174,803) 4,045,028 (4,591,607)
P
=476,421 =5,835,402
P =5,661,032
P

7. Trade Receivables and Other Receivables

Trade Receivables
This account consists of receivables from:

2024 2023
Customers (Note 20) P
=994,927,871 =857,875,951
P
Mutual fund managers 2,182,609 1,896,052
Other brokers – 11,563,223
Clearing house – 10,886,128
997,110,480 882,221,354
Less allowance for credit losses on trade receivables
from customers 2,099,453 2,216,128
P
=995,011,027 =880,005,226
P

The Group’s trade receivables from customers and their security valuation follow:

2024 2023
Money Security Money Security
Balance Valuation-Long Balance Valuation-Long
Fully secured accounts:
More than 250% P
=758,230,269 P
=7,847,314,028 P410,417,172
= =4,556,186,564
P
Between 200% and 250% 154,795,147 337,660,152 386,094,596 858,980,775
Between 150% and 200% 66,117,514 124,775,695 32,710,395 64,050,537
Between 100% to 150% 4,156,394 4,511,992 – –
Less than 100% 11,609,627 11,524,343 28,653,482 28,542,257
Unsecured accounts (Note 20) 18,920 – 306 –
994,927,871 P
=8,325,786,210 857,875,951 =5,507,760,133
P
Less allowance for credit losses on trade
receivables from customers 2,099,453 2,216,128
P
=992,828,418 =855,659,823
P

*SGVFS195666*
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As at December 31, 2024 and 2023, the Parent Company offered a credit line facility amounting to
=5,729,433,950 and =
P P5,682,964,950, respectively, to its customers who qualified for margin
accounts.

Trade receivables from margin customers have no specific credit terms but customers are required to
maintain the value of their collateral within a specific level. Once the value of the collateral falls
below this level, customers may either deposit additional collateral or sell stock to cover the
deficiency in their account balance. Meanwhile, receivables from postpaid customers are required to
be settled on two (2) trading days’ term for the Parent Company and COLHK. The receivable
balances become demandable upon failure of the customer to duly comply with these requirements.
As at December 31, 2024 and 2023, trade receivables from customers amounting to = P983,299,324
and P
=829,222,163, respectively, are fully covered by collateral. Interest income from customers who
availed of the margin facility amounted to P=70,695,899, P =69,049,168 and =P56,830,840 in 2024, 2023
and 2022, respectively (Note 16).

Trade receivables from clearing house as at December 31, 2023 were fully collected in January 2024.
On August 10, 2023, the Philippine SEC approved SCCP's proposal to shorten the stock trading
settlement period from three (3) trading days to two (2), effective August 24, 2023 (Note 13).

As at December 31, 2023, receivables from other brokers pertain to clients’ monies deposited to
Interactive Brokers (IB) LLC through COLHK. These were fully collected and returned to the
customers of COLHK as at December 31, 2024 as part of its dissolution procedures (Note 13).

Receivables from mutual fund managers represent compensation for selling mutual funds to its
customers. The fee is calculated daily and collected monthly.

Other Receivables
This account consists of:

2024 2023
Accrued interest on investments P
=75,696,652 =77,326,329
P
Mutual fund redemption proceeds (Note 14) 17,545,601 4,374,111
Employee salary loan and advances (Note 20) 2,368,703 1,918,322
Others 8,807,177 8,444,382
P
=104,418,133 =92,063,144
P

Allowance for Credit Losses


Movements in the allowance for credit losses follow:

2024 2023
Balances at beginning of year P
=2,216,128 =2,058,749
P
Provision for (recovery from) credit losses (116,675) 157,379
Balances at end of year P
=2,099,453 =2,216,128
P

*SGVFS195666*
- 23 -

8. Investment Securities at Amortized Cost

This account consists of:

2024 2023
Current government debt securities P
=435,119,474 P392,290,753
=
Noncurrent government debt securities 901,277,555 1,000,015,465
P
=1,336,397,029 =1,392,306,218
P

The peso-denominated government debt securities bear a nominal interest rate of 2.63% to 6.63% per
annum in 2024, 2.63% to 6.38% per annum in 2023 and 0.70% to 6.38% per annum in 2022, with an
EIR of 3.27% to 6.38% in 2024 and 2023 and from 0.70% to 5.18% in 2022. Amortization of
discount from these investments amounted to =
P744,417 and =P73,765 in 2024 and 2023, respectively,
while amortization of premium amounted to =P3,582,068 in 2022.

The Group’s investments in government securities are considered of low credit risk since these are
rated as Baa2 by an international credit rating company. This credit rating is still considered as
‘Investment Grade.’

The outstanding investments in short-term government debt securities amounting to nil and
=295,379,790 as at December 31, 2024 and 2023, respectively, are included in the Parent Company’s
P
special reserve accounts in compliance with SRC Rule 49.2 (Note 4).

Interest income earned from these investments amounted to =


P73,677,233, P
=42,770,847 and
=142,726,156 in 2024, 2023 and 2022, respectively (Note 16).
P

*SGVFS195666*

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