CORPORATE GOVERNANCE
MEMBERS OF THE BOARD OF DIRECTORS / BOARD OF TRUSTEES
Proteak is managed by a Board of Directors currently composed of 7 members, 6 of which are Independent Members. The Board meets 4 times a year. From the beginning, the Board of Directors has been professional, composed mainly of members who are independent of management.
None of the Board members have absolute decision-making capacity; the majority of the members are renowned businessmen or high-level executives in high-performance companies. It should be noted that none of the Shareholders have control of the Board, since the group of Shareholders with the largest shareholding controls less than 20% of the capital.
In order to ensure an impartial vision of strategic planning, Proteak has incorporated the figure of the Independent Director, which today represents 86% of the total number of Directors, a percentage that exceeds the 25% required by the Securities Market Law.
| Name | Member since |
| Diego Prieto Barbachano (Relacionado) | 2021 |
| Luis Eduardo Tejado Bárcena* | 2013 |
| Manuel Ruíz Gutiérrez Topete* | 2014 |
| Abraham Hernández Pacheco* | 2017 |
| Ricardo Elizondo Guajardo* | 2019 |
| Jorge Silberstein Tenenbaum* | 2021 |
| Ana AragaÞo Texeira Aguiar de Matos de Lima Miranda* | 2021 |
AUDIT AND CORPORATE PRACTICES COMMITTEE
The Audit and Corporate Practices Committee is comprised of at least 3 members who must comply with the independence requirement set forth in Article 26 of the Securities Market Law (LMV). The main functions of this Committee are, among others, the following:
- To give an opinion to the Board of Directors on matters within its competence in accordance with the LMV.
- To select the legal entity that will carry out the auditing work.
- To request the opinion of independent experts in those cases in which it deems appropriate for the proper performance of its duties.
- Establish the contracting conditions and the scope of the professional mandates of the External Auditors; approve the additional services to those of auditing, if any, provided by the External Auditors; and oversee compliance with the auditing contracts and the independence requirements of the External Auditors.
- To meet with the external auditor when deemed necessary or at least once a year to review matters within its competence.
- To call shareholders’ meetings and have the items they deem pertinent included in the agenda of such meetings.
- Discuss the Company’s financial statements with the persons responsible for their preparation and review, and based thereon recommend or not recommend their approval to the Board of Directors.
- Support the Board of Directors in the preparation of the report containing the main accounting and information policies and criteria followed in the preparation of the financial information presented annually to the Shareholders’ Meeting in terms of section b) of article 172 of the General Corporations Law, as well as in the preparation of the report on the operations and activities in which it has been involved.
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Members |
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Ana AragaÞo Texeira Aguiar de Matos de Lima Miranda* President |
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Abraham Hernández Pacheco* Member |
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Manuel Ruíz Gutiérrez Topete* Member
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FSC® and SCS shall NOT be responsible for the information presented in the financial statements of the documents in this section.
NOMINATING AND COMPENSATION COMMITTEE
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Members |
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Jorge Silberstein Tenenbaum* President |
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Diego Prieto Barbachano* Member |
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Luis Eduardo Tejeda Bárcena* Member |
TOP MANAGEMENT
| Name | Position |
| César Arturo Vélez Pongutá | Chief Executive Officer |
| Mariana Rojo Granados | Chief Finance Officer |
| Cinthia Paulina Villaseñor Islas | Legal Director |
| Ofelia Rendón Rodríguez | Human Resources Director |
| César Alejandro Rodríguez Bejarano | Sales Director |
| Iván Ahedo Gaudry | Marketing Director |
| Germán Steven Ortíz Murillo | Harvest Commercial Director |
| Jurgen Bernhard Stock Leyton | Forestry, R&D Director |
| Rodrigo Méndez Pech | Manufacture Plant Director |
| Boris Ludovic Moghrani Cisneros | Information Technology Director |
FSC® and SCS shall NOT be responsible for the information presented in the financial statements of the documents in this section.