Corporate Governance

The Board of Directors is the Group’s highest governing body. The Chairman of the Board is also de Chief Executive Officer. (GRI 102-23)

Board members are ratified by shareholder vote at the Annual Meeting. To be selected, Board members must meet the following requirements: i) professional training in economic-administrative sciences, preferably with a master’s degree in those areas; ii) twenty years’ minimum professional experience in executive positions with consumer companies and/or the finance sector; iii) experience as a board member in manufacturing industry companies and/or the finance sector; and iv) belong to business organizations. (GRI 102-24)

The Board meets at least quarterly and has intermediate bodies in charge of overseeing the management and execution of the Company’s objectives. The two main intermediary bodies are the Audit Committee, whose main objective is to assist the Board of Directors in the review and evaluation of audit functions, and the Corporate Practices Committee, which evaluates the policies governing the Group’s assets, related party transactions, and is responsible for determining the remuneration of the Company’s senior executives, including the Chief Executive Officer. (GRI 102-36)

During the Board meetings, a sustainability performance report is presented, which includes environmental performance and quality of life indicators for employees. (GRI 102-26, GRI 102-29, GRI 102-31)

In accordance with Company bylaws, the remuneration received by Board members is three 50-pesos gold coins (centenary commemoration coins) or their equivalent for attending each meeting; this remuneration is not dependent on the Group’s performance.(GRI 102-35)

Each Board member signs a declaration of absence of conflict of interest, and each Committee has regulations that establish its functions and relationship with the Board of Directors. (GRI 102-25, GRI 102-22)