Home
Español
News Financial Performance Download Center


Corporate Governance
Press Releases
Receive Email Alerts
FAQs
Glossary
Site Map
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. More than 60% of our Board is comprised by independent directors. Additionally the Board is assigned a series of clearly defined duties.
 

Members of the Board:
 

Adrián Sada González - President
  Adrián Sada González, Chairman of the Board of Directors of Vitro, S.A. de C.V.:
Mr. Sada is a member of the Boards of Directors of Alfa, S.A. de C.V., Gruma, S.A. de C.V., Cydsa, S.A. de C.V., Regio Empresas, S.A. de C.V., the Latin American Executive Board for the Wharton School of Finance, the Mexican Businessmen Council, the Consejo de Industriales de Nuevo León and Pronatura. In addition, he is a member of the Young Presidents Organization. Mr. Sada is also President of our Finance and Planning Committee.
Adrián Sada Treviño
Adrián Sada Treviño, Member and Honorary Chairman of the Board of Directors of Vitro, S.A. de C.V.:

Mr. Sada is Chairman of the Board of Directors of the Fundación Martínez Sada.
Federico Sada González
  Federico Sada González, President and Chief Executive Officer of Vitro, S.A. de C.V.:
Mr. Sada is currently a member of the Boards of Directors of Alpek, S.A. de C.V., the Instituto Tecnológico y de Estudios Superiores de Monterrey, Bombardier, Inc., Regio Empresas, S.A. de C.V. and The University of Texas, MD Anderson Cancer Center. Mr. Sada is the former Chairman of the Mexican Council for Foreign Trade. He serves as the Chairman of the Council of the National Museum of History and as the Chairman of the Board of Trustees of Chipinque Ecological Park Foundation. Mr. Sada is also a member of International Business Council of the World Economic Forum. On May 14, 1999, he became the first President of the Mexican Council for International Commerce and he currently serves as President of the Mexico-France Bilateral Committee of such organization.
Carlos Eduardo Represas de Almeida *
  Carlos Represas, Executive Vice-President of Nestlé S.A.:
Mr. Represas is Chairman of the Board of Directors of Nestlé México, S.A. de C.V. and Nestlé Holdings, Inc. In addition, he is also Co-Chairman of the Board of Directors of Coca-Cola Nestlé Refreshments, a member of the Boards of Directors of Cereal Partners Worldwide and Dreyer's Grand Ice Cream Holdings, Inc. and a member of the Global Advisory Council of the Conference Board of New York, USA.
Jaime Serra Puche *
  Jaime Serra Puche, Founder, SAI-Consultores, S.C.:
Mr. Serra is a member of the Boards of Directors of Fondo México, Grupo Ferroviario Mexicano, Grupo Modelo, Bardahl, RMM Global Sourcing Solutions, Tenaris and Chiquita Brands International. He has served as Mexico’s Secretary of Finance, Secretary of Trade and Industry and Undersecretary of Revenue.

Mr. Serra led the negotiation and implementation of NAFTA by Mexico and promoted the conclusion of the Uruguay Round and the creation of the World Trade Organization. Mr. Serra also headed the negotiation of free trade agreements between Mexico, on the one hand, and Chile, Colombia, Venezuela, Bolivia and Costa Rica, on the other. He founded the Mexican Investment Board and promoted the creation of the Mexican Federal Competition Commission. He served as a trustee of the Yale Corporation and currently co-chairs The President’s Council on International Activities of Yale University. He is also a member of the Trilateral Commission and the United States-Mexico Bilateral Council.

Mr. Serra is a graduate of the Universidad Nacional Autónoma de México. He earned his Master in Economics at El Colegio de México and his Ph.D. in Economics at Yale University. He has been a professor at El Colegio de México and at Stanford University, Princeton University and New York University.
Tomás González Sada
  Tomás González Sada, Chairman of the Board, President, Chief Executive Officer of Cydsa, S.A. de C.V.:
Mr. Gonzalez is the Chairman of the Mexico-Japan Business Committee of the Mexican Council for Foreign Trade, the Chairman of the Board of Trustees of the Universidad Regiomontana, Vice-President of the Mexican Institute of Competitiveness, the Treasurer of the Fundación Martínez Sada, a member of the Boards of Directors of Regio Empresas, S.A. de C.V. and the Mexican Businessmen Council and Honorary Consul-General of Japan in Monterrey, Mexico.
Andrés Yarte Cantú
  Andrés A. Yarte C.
Chairman of the Board and Chief Executive Officer of Distribuidora de Productos Cerámicos, S.A., and K-Inver, S.A.
Carlos Muñoz Olea *
Carlos Muñoz, Private Investor:
Mr. Muñoz is Vice-President of Fomento Bursátil, Super Mart and Manufacturas de Concreto. In addition, he is a member of the Board of Directors of Instituto Tecnológico y de Estudios Superiores de Monterrey, Chihuahua Campus and Banamex (northern zone).
Gustavo Madero Muñoz *
  Gustavo Madero M., Audit Committee President :
Federal Congressman (Representative) of the 59th Legislature (2003-2006), Chairman of the Tax and Finance Commission; Chief Executive Officer of Electronic Publishing, and Campestre Carolinas; Member of the Boards of Hermanos Madero, and ING-Comercial América División Norte; and Regional Vice-President of Banamex.
Joaquín Vargas Guajardo *
  Joaquín Vargas, Chairman of the Board of Directors of Grupo MVS, S.A. de C.V.:
Mr. Vargas is Chairman of the Board of Directors of Corporación Mexicana de Restaurantes, S.A. de C.V. In addition, he is a member of the Boards of Directors of Grupo Costamex, S.A. de C.V., Grupo Posadas, the Mexican Stock Exchange, NRM Comunicaciones and is a member of the Mexican Businessman Council.
Jaime Rico Garza
  Jaime Rico Garza:
President and CEO of Vitro Europa, Ltd.
Manuel Güemez de la Vega *
  Manuel Güemez de la Vega:
Presidente de los Consejos de Administración de Regio Empresas y de Grupo PREZ; Miembro del Comité Consultivo del Grupo de Seguridad Integral; y Consejero Suplente de Gruma.
Julio Escámez Ferreiro
  Julio Escámez Ferreiro:
Member of the Boards of Consorcio Industrial de Manufacturas and Grupo Empresarial Martel; Member of the Board of Vitro, S.A. de C.V. (1974–1998).
Alejandro Garza Lagüera *
  Alejandro Garza Lagüera, Member of the Executive Committee of Savia, S.A. de C.V. and Vector Casa de Bolsa:
Mr. Garza is a member of the Boards of Directors of Cydsa, S.A. de C.V., Grupo Industrial Ramírez S.A., Instituto Tecnológico y de Estudios Superiores de Monterrey and the Centro de Estudios de Economía y Educación. In addition, he is a member of the Boards of Governors of the Wharton School of Business and the Joseph H. Lauder Institute.
Carlos Bremer Gutiérrez *
  Carlos Bremer Gutiérrez:
Chief Executive Officer and Member of the Board of Directors of Value Grupo Financiero. Member of the Board of Directors of Bolsa Mexicana de Valores, Fundación para la Educación de las Américas, A.C., Fundación Santos y de la Garza Evia, América Móvil, S.A., Instituto Estatal de Cultura Física y Deporte Director de Promoción y Operación de Abaco, Casa de Bolsa, S.A.
Ricardo Martín Bringas *
  Ricardo Martín Bringas:
Chief Executive Officer of Organización Soriana and Member of the Board of Directors of HSBC México, S.A. de C.V., Grupo Financiero Banamex, S.A. de C.V., Grupo Financiero Banorte, S.A. de C.V., Banco Mercantil del Norte, S.A. de C.V., Asociación Nacional de Tiendas de Autoservicio y Departamentales (ANTAD), Instituto Tecnológico y de Estudios Superiores de Monterrey, Consejo Mexicano de Hombres de Negocios, Grupo de Empresarios de Nuevo León y Teléfonos de México, S.A.B. de C.V.
Alejandro F. Sánchez Mújica - Secretary ***
  Alejandro F. Sánchez Mújica:
Vitro Executive Legal Vice-President and General Counsel. Secretary, not Member of the Board of Directors of Vitro S.A.B. de C.V.

    * Independent Director
  ** Financial Expert, not member of the Board
*** Secretary, not member of the Board

Committee Composition:
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.
 

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:
Adrián Sada González

Members:

Federico Sada González
Carlos Eduardo Represas de Almeida *
Jaime Serra Puche *
Andrés Yarte Cantú
Tomás González Sada
Carlos Bremer Gutiérrez *
Claudio del Valle Cabello - Secretary ***

Rules and Regulations:
   Finance and Planning Committee (PDF File 214kb)

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:

Manuel Güemez de la Vega

Members:
Alejandro Garza Lagüera *
Ricardo Martín Bringas *
Alejandro F. Sánchez Mújica - Secretary ***

Rules and Regulations:

   Corporate Practices Committee  (PDF File 231kb)



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:
Gustavo Madero Muñoz


Members:
Jaime Serra Puche
Joaquín Vargas Guajardo
Manuel Güemez de la Vega
Alfonso González Migoya **
Claudio del Valle Cabello - Secretary ***

Rules and Regulations:
   Audit Committee (PDF File 245kb)

    * Independent Director
  ** Financial Expert, not member of the Board
*** Secretary, not member of the Board

Español | Copyright © 2002 by Vitro, S.A. de C.V. | Terms and Conditions