COMPLIANCE WITH THE CODE OF GOOD GOVERNANCE

For Abertis, a good Corporate Governance is an essential factor for sustainability and long-term growth.

STRATEGIC GOALS

  • Achieve excellence in Good Governance
  • Foster Corporate Social Responsibility and good Corporate Governance practices
 
15
Board members
 
40%
Women
 
60%
Independent board members
 
53
Recommendations fulfilled

GOOD GOVERNANCE BEST PRACTICES

Abertis follows a Corporate Governance policy of promoting diversity within its decision-making bodies. In recent years, the company has increased the number of independent directors, gender diversity and the diversity of geographical and industry origins of the members of its Board of Directors and its Committees.

In 2017, the Board of Directors approved the appointment of two new directors: Xavier Brossa Galofré and Antonio Viana-Baptista, as independent directors. These appointments have contributed to increase the percentage of independent members and broaden the international profile within the Board.

As of December 31, 2017, Abertis’ Board of Directors has 9 independent directors, representing 60% of its members, thus in alignment with Corporate Governance best practices.

Commited to transparency, Abertis complies with Good Governance regulations applicable to listed companies and with most of the recommendations of the Code of Good Governance.

Of the 64 recommendations (58 of which apply), Abertis complies with 53. Furthermore, the Chairman reports to the General Shareholders Meeting on the compliance with these recommendations and provides justification in the case of the unfulfilled ones.
For more information, please consult Abertis’ Annual Corporate Governance Report (ACGR).

CORPORATE GOVERNANCE STRUCTURE

The functioning of the Group’s management bodies is described in detail in the ACGR, which highlights the functions of the Board of Directors as the top governance body at the company.

Board of Directors

Executive Committee

Audit and Control Committee

Appointments and Remunerations Committee

Corporate Social Responsibility Committee

As of December 31, 2017.

BOARD COMMITTEES

EXECUTIVE COMMITTEE

Chairman: Salvador Alemany Mas
Members: Francisco Reynés Massanet, Marcelino Armenter Vidal, Xavier Brossa Galofré, Carlos Colomer Casellas, María Teresa Cos- ta Campi, Luis Guillermo Fortuño, Juan-José López Burniol, Mónica López-Monís Gallego
Secretary, non-Board Member: Miquel Roca Junyent
Vice-secretary, non-Board Membe: Josep Maria Coronas Guinart

APPOINTMENTS AND REMUNERATIONS COMMITTEE

Chairman: Mónica López-Monís Gallego
Members: Marcelino Armenter Vidal, María Teresa Costa Campi, Juan-José López Burniol, Marina Serrano González
Secretary, non-Board Member: Josep Maria Coronas Guinart

AUDIT AND CONTROL COMMITTEE

Chairman: Carlos Colomer Casellas
Members: Marcelino Armenter Vidal, Xavier Brossa Galofré, Susana Gallardo Torrededia, Antonio Viana-Baptista
Secretary, non-Board Member: Marta Casas Caba

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

Chairman: María Teresa Costa Campi
Members: Carlos Colomer Casellas, Luis Guillermo Fortuño, Carmen Godia Bull en representación de G3T, S.L., Sandra Lagumina
Secretary, non-Board Member: Carlos Colomer Casellas, Susana Gallardo Torrededia, Carmen Godia Bull, Sandrine Lagumina

GROUP’S MANAGEMENT COMMITTEE1

1 As of December 31, 2017

Vice-Chairman – Chief Executive Officer

Francisco Reynés Massanet

General Secretary and Corporate Affairs Managing Director

Josep Maria Coronas Guinart

Chief Financial Officer

José Aljaro Navarro

Chief Industrial Officer

Josep Lluís Giménez Sevilla

Business Development Director

Sebastián Morales Mena

People and Organization Director

Joan Rafel Herrero

Autopistas (Spain)

Managing Director

Anna Bonet Olivart

Sanef (France)

Managing Director

Lluís Deulefou Fuget

Arteris (Brazil)

Chief Executive Officer

David Díaz Almazán

VíasChile (Chile)

Managing Director

Luis Miguel de Pablo Ruiz

A4 Holding (Italy)

Executive Chairman

Carlos del Río Carcaño