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Board of Directors and Committees
Vitro’s Board of Directors is assigned
the responsibility for supervising the administration
of the company assuring that the long term interest
of shareholders is upheld. Our Board includes
46% independent directors. Additionally
the Board is assigned a series of clearly defined
duties.
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Adrián Sada González:
Member of the Boards of Alfa, Gruma, Cydsa, Regio Empresas, Latin American Executive Board for the Wharton School, Consejo Mexicano de Hombres de Negocios (CMHN), and Grupo de Industriales de Nuevo León. |
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Julio Escámez Ferreiro:
Member of the Boards of Consorcio Industrial de Manufacturas, S.A., and of Vitro, S.A.B. de C.V. (1974-1998); and Alternate Examiner of the Board of Vitro, S.A.B. de C.V. (1999-2005). |
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Alejandro Garza Lagüera * |
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Alejandro Garza Lagüera:
Member of the Executive Committee of Desarrollo Inmobiliario Omega; Member of the Boards of Cydsa, Instituto Tecnológico y de Estudios Superiores de Monterrey (ITESM), and Centro de Estudios en Economía y Educación; Member of the Latin American Executive Board for the Wharton School and the Joseph H. Lauder Institute of the University of Pennsylvania. |
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Tomás González Sada:
Chairman of the Board and Chief Executive Officer of Cydsa; Vice President of the Mexican Institute for Competitiveness; Honorary Consul of Japan in Monterrey, Mexico; Treasurer of the Fundación Martínez Sada; Member of the Consejo Mexicano de Hombres de Negocios (CMHN); Member of the Board of Trustees of the Universidad Regiomontana; and Member of the Board of Regio Empresas. |
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Manuel Güemez de la Vega * |
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Manuel Güemez de la Vega:
Chairman of the Boards of Regio Empresas and Grupo PREZ; Member of the Advisory Committee of Grupo de Seguridad Integral; and Alternate Member of the Board ofGruma. |
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Hugo Alejandro Lara García |
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Hugo Alejandro Lara García:
CEO Vitro, S.A.B. de C.V. Member of the Board of Empresas Comegua S.A. He has been appointed as General Manager at Parmalat de México, S.A de C.V. At Vitro he has been Glass Containers business unit’s Commercial Director, Vidrio y Cristal’s Vice President and President of Flat Glass business unit. |
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Ricardo Martín Bringas:
President and Member of the Board at Organización Soriana; Member of the Boards of Teléfonos de México, Aeroméxico, Grupo Financiero Banamex, Instituto Tecnológico y de Estudios Superiores de Monterrey (ITESM), Consejo Mexicano de Hombres de Negocios (CMHN), Grupo de Empresarios de Nuevo León and Asociación Nacional de Tiendas de Autoservicio y Departamentales (ANTAD for its initials in Spanish). |
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Carlos Muñoz Olea:
President of Fomento Bursátil; President of Holding Fibsa; Member of the Board (North Zone) of Banco Nacional de México (Banamex); Member of the Board of Instituto Tecnológico y de Estudios Superiores de Monterrey (ITESM), Chihuahua Campus. |
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Jaime Rico Garza:
President and CEO of Vitro Europa, Ltd.; Member of the Board of Vitro Cristalglass. Former Chairman of the Board of IP Vidrio y Cristal, Ltd and Vitro Global, Ltd. |
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Federico Sada Melo:
Export Sales Manager of Vitro’s Flat Glass business unit. Member of the Boards of Grupo Vical; Parque Ecológico Chipinque, A.C.; Pronatura Noreste, A.C.; and Instituto de Empresa Alumni.
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Jaime Serra Puche:
President of SAI Consultores, S.C.; Founder of Aklara (Electronic auctions), Centro de Arbitraje de México (CAM), and the Mexico NAFTA Fund (Private Capital Fund); Member of the Boards of Chiquita Brands International, Fondo México, Tenaris, and Grupo Modelo; former Undersecretary of Finance, Secretary of Trade and Industry and Secretary of Finance of the Mexican Government (1986-1994); Member of Trustees of the Yale University (1994-2001); Co-chair of the President’s Council on International Activities of Yale University; Member of the Trilateral Commission and the US-Mexico Bilateral Council. |
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Joaquín Vargas Guajardo * |
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Joaquín Vargas Guajardo:
Chairman of the Boards of Grupo MVS Comunicaciones and of CMR, S.A.B. de C.V.; Member of the Boards of Bolsa Mexicana de Valores, Grupo Financiero Santander, Posadas, Grupo Costamex, El Universal and Médica Sur.
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Don Andrés Yarte Cantú
Chairman of the Boards and Chief Executive Officer of Empresas Yarte, S.A. de C.V., and K-Inver, S.A. de C.V. |
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Alejandro F. Sánchez Mújica - Secretary
*** |
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Alejandro F. Sánchez Mújica:
Vitro’s Executive Legal President and General Counsel. Member of several Mexican and foreign corporations, such as Empresas Comegua S.A.; The University of Texas Lady Bird Johnson Wildflower Center; Fundación Pro Museo Nacional de Historia and Secretary of the Board of Trustees of Chipinque Ecological Park. Senior Partner at Thompson & Knight (2003-2005) and currently Off-Counsel; General Counsel of Grupo Pulsar/Savia (1982-2003); and at one of main divisions of Grupo Kuo (1975-1981) and Legal Manager of Indeval (1973-1975). |
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In order to fulfill its duties in accordance
with the law and Vitro’s by-laws, the Board is assisted
by the following committees: a) Audit Committee,
b) Corporate Practices Committee, c) Finance and
Planning Committee empowering each with the authority
and powers that they require as established by Law
and the by-laws, as well as those deemed prudent
within the context of their assigned powers.
Each committee is made up of several Board members
assigned by the Board of Directors and must contain
a minimum of three members. The Audit and Corporate
Practices Committees are entirely made up of independent
directors while the Finance and Planning Committee
is comprised of directors as freely determined by
the Board of Directors.
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Audit Committee
The Audit Committee, made up entirely of independent directors, among other duties principally is focused on: giving its opinion on certain relevant operations; evaluating the performance of the external auditors by analyzing their audit opinions and recommendations; discussing the financial statements (both quarterly and yearly) with senior management responsible for their preparation; informing the Board regarding the integrity of internal controls; giving an opinion about the CEO’s Annual Report and; investigating any possible corporate violations by informing the Board, on a timely basis, of any potential irregularities
President:
Members:
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Manuel Güemez de la Vega * |
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Claudio
del Valle Cabello *** |
Rules and Regulations:
Corporate Practices Committee
The Corporate Practices Committee is composed in
its entirety of independent directors which along
with other duties gives its opinion to the Board
regarding: practices for the use of property and
assets of Vitro; related parties transactions; the
appointment and replacement of the CEO and his total
compensation package (along with other pertinent
Operating Officers); overseeing the size and composition
of the Board of Directors; confirming the compliance
to the principles of community responsibility of
Vitro and monitoring the effectiveness of Vitro’s
Code of Ethics.
President:
Members:
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Carlos Muñoz Olea * |
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Alejandro
Garza Lagüera * |
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Ricardo
Martín Bringas * |
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Alejandro
F. Sánchez Mújica *** |
Rules and Regulations:
Finance and Planning Committee
The Finance and Planning Committee advises the Board
of its evaluation of the long term business strategies
of Vitro, assuring that investment and financing
strategies comply with the strategic vision of the
company.
President:
Members:
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Andrés Yarte Cantú |
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Tomás González Sada |
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Hugo A. Lara García |
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Federico Sada Melo |
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Claudio
del Valle Cabello *** |
Rules and Regulations:
* Independent
Director
** Financial Expert, not member of the Board
*** Secretary, not member of the Board
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