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Gestamp bolsters its Board of Directors

Gestamp bolsters its Board of Directors

3.3.2017

The Extraordinary General Shareholders' Meeting held today appointed the company's new Board of Directors, which shall consist of twelve members with broad industrial, financial and technological experience and a strong international focus.

Five of the twelve directors will be independent, three shall be proprietary, two executive and two shall be external. Thus, Gestamp's Shareholders' Meeting, which also approved the request for admission to trading of the company's shares on the Spanish market, takes a significant qualitative step towards the adoption of international best practices in corporate good governance.

A Board of Directors with a technological and international focus

Six new members have been added to the Board, which is presided over by Francisco J. Riberas, chairman and CEO of Gestamp. All of them have extensive experience in the international sphere and hold management positions. Furthermore, they have long-running careers in sectors in which technology is a key factor.

In alphabetical order, the following individuals join the company's board on their own behalf:

- Cernuda Rego, César. Vice President of Microsoft Corporation and President of Microsoft Latin America.

- García Fau, Ana. Ex-CEO of Hibu (formerly, the YELL Group) in Spain and board member of Merlin Properties SOCIMI and Eutelsat, among others.

- Rodríguez Fraile, Alberto. President of A&G.

- Rodríguez Pellitero, Javier. Secretary General of the Spanish Banking Association (AEB). Public Prosecutor.

- Sainz de Baranda Riva, Pedro. Former Chairman worldwide of Otis Elevator Company (United Technologies Corporation).

- Urquijo Fernández de Araoz, Gonzalo. Executive Chairman of Abengoa.

Composition of Gestamp's Board of Directors

Composición Consejo de Administración de Gestamp

EN Tabla de consejeros

Other resolutions adopted by the shareholders

In addition, the General Shareholders' Meeting also approved other resolutions aimed at the possible flotation of the company. Several aspects of the articles of incorporation were amended to meet the requirements for listed companies.

Moreover, the General Shareholders' Meeting regulations were passed. Another resolution adopted was the share split, intended to bring the nominal value of the shares in line with the potential fair value listing.

The conversion of shares into book entries was also given the green light. Furthermore, the creation of an Audit Committee and an Appointments and Remuneration Committee, both to be presided over by independent directors, was also approved.

Finally, the company agreed to share out dividends from 2016 in excess of 60 million euros, in line with customary policy in recent years.