Corporate Governance

Governance structure

Board of Directors

The activity of the Board of Directors of Construcciones El Condor S.A. is oriented to comply with the provisions of the law and the bylaws; to set strategic and corporate objectives; to define the goals and the way to achieve them. In addition, the board must make decisions and follow up on the actions taken to achieve the intended objectives, in the pursuit of the best interest of shareholders by promoting mechanisms and instruments that guarantee the best treatment and attention to customers, suppliers, employees, shareholders and the community (Good Governance Code, article 22).

The Board of Directors is composed by seven members, five of which are independent members. All members complement each other's skills and experience in economic, legal, technical, administrative and strategy issues; none is a shareholder of significant clients or suppliers, nor do they exercise responsibilities in the political sphere.

The Board has the following support committees: Audit and Risk Management Committee; Committee for the Development of the Organization, Human Talent and Remuneration; Corporate Governance and Strategy Committee (Code of Good Governance, article 34).

The General Assembly of Shareholders approved the Remuneration Policy and the Succession Policy for the Board of Directors, which can be consulted at https://elcondor.com/en/investors/policies

Board of Director’s Regulations regulates, among others, the integration, election and schedule of meetings; the criteria for the election of the members of the Board of Directors; the internal structure and functions, and can be consulted at https://elcondor.com/en/investors/regulations

 

Declaration of Independence of Independent Members of the Board of Directors

Please find attached below, the candidates’ declarations of independence which comply in the terms of paragraph 2 of Article 44 of Law 964 of 2005.

2016 - 2018 Shareholders’ Meeting

Declaration of Independence - Members of the Board of Directors 2016 - 2018

José Jairo Correa Gómez

José Jairo Correa Gómez

Equity Members

Chairman of the Board

Civil Engineer from Escuela de Minas of Universidad Nacional and Founding Partner of Construcciones El Condor. He has held a seat in the Board of Directors of ACIC, Camacol Antioquia, Concesion Santa Marta – Paraguachon, Concesion Autopista de los Llanos, Latinco and Odinsa.

Currently he does not hold any public office; nor is it a member of other boards.

Years in the Board of the Company: 34

Juan Felipe Gaviria Gutiérrez

Juan Felipe Gaviria Gutiérrez

Independent Members

Civil Engineer and Applied Mathematics of Universidad Nacional, specialized in Mathematic Statistics of Centro Interamericano de Enseñanza de Estadistica (Chile). He has been the Rector of Universidad EAFIT and President of Acerías Paz del Río, Unibán, EPM, among others. He has also been a Minister of Public Works and Mayor of Medellín. He has held a seat in the Boards of Banco de Colombia, Fabricato, Medellín Chamber of Commerce and ANDI.

Currently he does not hold any public office; is a member of other boards of Coltejer and Dislicores.

Years in the Board of the Company: 23

Claudia Echavarría Uribe

Claudia Echavarría Uribe

Independent Members

Attorney from Universidad Pontificia Bolivariana and LL.M with a Master in Law at Columbia University School of Law, New York. She has held several legal positions at Bancolombia and Sullivan and Cromwell LLP. Today, she is the Manager of Corporate Affairs and Secretary General of Almacenes Exito. She holds a seat in the Board of Directors of Fondo Mutuo de Inversion Futuro.

Currently he does not hold any public office; is a member of another board of Fondo Mutuo de Inversión Futuro.

Years in the Board of the Company: 3

Oscar Antonio Echeverri Restrepo

Oscar Antonio Echeverri Restrepo

Independent Members

Chemical Engineer from Universidad de Antioquia and specialized in Gas Physics at the Torres Quevedo Research Center (Madrid). He has worked as chain executive of Cadena, Ingenio Risaralda, Procter & Gamble and Product Supply Colombia, among others. He held a seat in the Boards of Auteco, Tablemac, Nivi Venta Directa and Alumina.

Currently he does not hold any public office; is a member of another board of C& F International.

Years in the Board of the Company: 14

Luis Fernando Pérez Cardona

Luis Fernando Pérez Cardona

Independent Members

Economist from Universidad de Antioquia, specialized in Banking Foreign Trade in Buenos Aires. Founder of Renting Colombia, Suleasing Internacional and Sutecnologia. He has been a top executive in companies such as Corporacion Financiera Suramericana and Banco Sudameris, and was the President of Leasing Bancolombia. Has held a seat in the Board of Directors of Renting Colombia and Imbocar.

Currently he does not hold any public office; is a member of other boards of Sura Asset Management, Clínica Soma, Industrial Aeronáutica and Imbocar.

Years in the Board of the Company: 7

Jairo González Gómez

Jairo González Gómez

Independent Members

Attorney and specialist in Commercial Law from UPB. He serves as Vice President Secretary General of Grupo Nutresa and the Director and Senior Attorney of Gonzalez Gomez Abogados. He is a member of Arbitrators of the Center of Conciliation, Arbitration and Friendly Composition of the Medellín Chamber of Commerce. He has held a seat in the Boards of Corporación Excelencia en la Justicia and Fundación Infantil Santiago Corazón.

Currently he does not hold any public office; is a member of other boards of Fundación Infantil Santiago Corazón y Helados Bon.

Years in the Board of the Company: 8

Alejandro Correa Restrepo

Alejandro Correa Restrepo

Equity Members

Administrative Engineer specialized in Corporate Finance at EIA. He held positions such as Investments Assistant of Grupo Condor Inversiones, Real Sector Analyst, International Trader and Commercial Advisor at Serfinco Comisionistas de Bolsa. Today, he is the Manager of Finance of Construcciones El Cóndor. He has held a seat in the Boards of several road concessions.

Currently he does not hold any public office; is an alternate member of other boards of Hatovial and Túnel de Oriente.

Years in the Board of the Company: 13