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Support committees

The Company has three committees to support the functions of the Board of Directors. These committees are appointed by the Board itself and are composed of employees of the Company and members of the Board. The committees are: Audit and Finance Committee, Appointments and Compensation Committee and Corporate Governance Committee.

 

 

 

 

 

 

 AUDIT, FINANCE AND RISKS COMMITTEE

The main goals of this Committee are the assessment of accounting procedures, the management of relations with the Statutory Auditor and the supervision of the effectiveness of the control architecture and the Integrated Risk Management System (IRMS). The Committee does not substitute the functions of the Board of Directors or the Management in terms of supervision and implementation of the internal control system of Argos.

This Committee is made up by three (3) members of the Board of Directors that all meet the requirements to be considered Independent Members and that have knowledge on accounting or finance topics. At least one of its members must have experience in topics related to corporate finance and/or aspects related to the design and implementation of internal control systems.

The Chairman of this Committee can be any of its members, and can be appointed freely by the Committee itself. The Secretary of this Committee is the General Secretary of the Company or any other person appointed by the latter.

Likewise, the CEO of the Company, the Vice President of Finance and Shared Services, the Internal Audit Department and the Statutory Auditor of the Company will attend the meetings of this Committee, which must be organized at least 4 times per year.

Among its functions are:

  • Supervise the services of the Statutory Auditor, which includes assessing their quality.
  • Know and evaluate the financial information preparation, presentation and disclosure procedure.
  • Order and monitor internal control systems to ensure that they meet the needs, objectives, goals and strategies defined by Argos, and that they are in line with the internal control objectives, such as the efficiency and effectiveness of operations and the sufficiency and reliability of financial information.

The members of the committee are:

Claudia Betancourt A.

León Teicher G.

Esteban Piedrahita U.

Appointments and Remuneration Committee

This Committee is responsible for determining the policies and standards for the recruitment, compensation and development of the members of the Board of Directors and the Top Management. It must constantly monitor the goals of the different compensation programs related to the performance of Employees.

It also defines and recommends the adoption of different compensation and remuneration programs for the indicated personnel, as well as assess the effectiveness of these programs.

This Committee is made up of two (2) members of the Board of Directors, of which at least one must be an Independent Member. The Vice President of Organizational Architecture or the General Secretary can act as Secretary to this Committee.

The members of this Committee must have experience on topics related to strategy, human resources and/or salary policies and related aspects.

Among its functions are:

  • Make sure that the requirements and procedures for the election of the members of the Board of Directors are complied with.
  • Propose the evaluation, remuneration and succession policy applicable to members of the Top Management and follow up on it.
  • Approve the Company’s Human Resources Policy.

The members of the committee are:

Jorge Mario Velásquez

Carlos Gustavo Arrieta P

Sustainability and Corporate Governance Committee

This Committee’s objective is to recommend, to the Board of Directors, systems for the adoption, follow-up and improvement of sustainability and corporate governance practices used within the Company.

The Committee is made up of two members of the Top Management of the Company and two (2) members of the Board of Directors, of which at least one must be an Independent Member. The General Secretary of the Company or any other person appointed by the latter acts as the Committee’s Secretary.

Among its functions are:

  •  Ensure that the Shareholders and the market in general have access in a complete, truthful and timely manner to all information that must be disclosed by the Company.
  • Review the Corporate Governance practices used by the Company and the corporate and administrative conduct and behavior, and make sure they are in line with what is established in this Code and other internal and legal regulations.
  • Ensure compliance with the Good Governance Code, as well as with the Code of Corporate Conduct, the regulations for the Assembly, Board of Directors, and other company bodies, and with the environmental and sustainability policies defined by the Company.

The members of the committee are:

Camilo Abello V.

Cecilia Rodriguez G.