Nomination and selection of the highest governance body

The BoD is composed of 12 full members, elected at the General Shareholders Meeting, each with a respective alternate or deputy member. Outside members, however, do not have alternates. The Board structure comprises a chairperson, a vice-chair and sitting members, of which at least 20% must be outside members. To join the Board, candidates must have a University degree, unblemished reputation, and at least 10 years of experience in public or private corporate management. At the end of 2024, the BoD had 12 members with unified two-year terms. 

The rules for nominating and electing members of the Board of Directors are set out in Article 15 of the Bylaws. All candidates must meet legal and statutory criteria, in accordance with good corporate governance practices, observing current legislation. Two outside members are selected through a process conducted by a specialized company, while the remaining members are appointed by shareholders, in compliance with the Shareholders Agreement. It must be noted that more than half of the BoD positions are held by women