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.

Board of Directors 2023-2025

Declaration of Independence

Distribution of Board members by age ranges

RiccardoNicoletti

RiccardoNicoletti

Independent Members

 

PMP, Chemical Engineer from the University of Rome La Sapienza, has worked in the Technip Energies Group since 1992, starting as a Process Engineer, Engineering Coordinator, Commercial Manager. Since 2005 in Colombia, he has been Commercial Director and Operating Director and since 2008 he is General Manager of T.EN Colombia S.A. (formerly Tipiel S.A.).

Currently He does not hold any public office; He is a member of the Board of Directors of T.EN Colombia, Campetrol, Italian Chamber of Commerce for Colombia.

Maria Cristina Albarracín

Maria Cristina Albarracín

Independent Member

Civil Engineer with more than 21 years of financial experience in investment banking, private equity and infrastructure funds, development banking and sustainability.

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

Luz María Correa

Luz María Correa

Equity Member

Chairman of the Board.

Business Administrator and Finance Specialist from EAFIT University with studies in Leadership, Corporate Governance and Performance, Global Trends for Inclusive Growth.

Currently she does not hold any public office; He is a member of the Board of Directors of the Superior Council of EAFIT, Finaktiva, RAM Concession, P3 Concession, Vinus Concession and El Cóndor Foundation

Carlos Eduardo Pacheco

Carlos Eduardo Pacheco

Equity Member

Economist with extensive experience in private equity funds, banking and insurance. He was also part of the mergers and acquisitions team for Latin America and Africa of AXA, an insurance multinational, and of the Americas Division team of Banco Santander in Madrid, Spain. He participates as an observer in the Advisory Committee of Mercantil Colpatria, a Colombian conglomerate with a presence in various sectors including banking, insurance, and construction, infrastructure, mining, and energy.

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

José Nicanor Bernal Vélez

José Nicanor Bernal Vélez

Equity Members

Civil engineer with extensive experience in infrastructure and management of urban and road infrastructure projects, in his work experience he has served as Independent Contractor, President of Saria SAS and Latinco S.A. and works coordinator at Construcciones El Cóndor. He has belonged to the boards of directors of ACIC Colombia, ACIC Antioquia, Odinsa and Construcciones El Cóndor.

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

Years in the Board of the Company: 1

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. He has held a seat in the Boards of several road concessions.

Currently he does not hold any public office; he is member of the Board of Concesión Ruta al Mar S.A.S., and alternate member of the Concesión Pacífico Tres S.A.S.

Years in the Board of the Company: 17