Corporate Governance Report
21. Division of powers between the different boards, committees and/or
departments within the company, including information on delegating
responsibilities, particularly with regard to the delegation of powers,
in particular with regard to the delegation of daily management of
the Company
Two of the members of the Board of Directors perform executive functions and form an
Executive Committee, which was elected and has powers delegated to it by the Board of Di-
rectors under the terms of art. 8.4 of the Bylaws of the Company. The third director performs
non-executive functions.
The executive committee coordinates the operations of the functional units and the various
businesses, meeting with the senior managers of these units and businesses on a regular
basis. The decisions taken by the functional and business managers, which must respect the
overall guidelines, are taken under powers delegated by the Executive Committee and are
coordinated in periodic meetings.
The powers delegated to the Executive Committee are as follows:
a) Exercise full powers of decision making, management and monitoring of the Company’s
activity at a strategic level, within the legal limits of art. 407.4 of the CSC.
b) Develop, plan and schedule the actions of the governing body, in the Company’s internal
and external plan for the year, so as to achieve the corporate objectives in accordance
with the Company’s mission, in particular assisting the Board of Directors in the proper
verification of the instruments of supervision of the economic and financial situation and
in the exercise of the control function over the companies belonging to the Ibersol Group.
c) It is responsible for assisting the Board of Directors in the updating of its structures of
advice and functional support; in the procedures of the companies belonging to the Ibersol
Group, in line with the changing needs of the business, defining the profiles and charac-
teristics of their strategic partners, customers, workers, employees and other agents; and
in the conduct of the Group’s relationships with its environment, acquiring, disposing and
encumbering movable property and establishing or terminating cooperation agreements
with other companies.
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