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Grupo Azkoyen | Corporate governance | The Structure of the Corporate Governance

The Structure of the Corporate Governance

Board of Directors

The structure of the Board of Directors is as follows:

Name or Corporate Identity
of the Board Member
Represented ByBoard OfficeStatus
Berkinvest Capital, S.L.Mr. Juan Miguel Sucunza NicasioChairmanProprietary
Mr. Arturo Leyte Coello.MemberProprietary
Mr. Marco AdrianiMemberIndependent
Mr. Pablo Cervera GarnicaMemberIndependent
Mr. Juan José Suárez AlechaMemberProprietary
Mr. Diego Fontán ZubizarretaMemberProprietary
Ms. Núria Vilanova GiraltMemberIndependent
Mr. Pablo Sagnier MaristanyMemberIndependent
Mr. Aurelio Orrillo LaraNon-Member Secretary

Board Committees

Audit Committee

NameRepresented ByBoard OfficeStatus
Mr. Pablo Cervera GarnicaChairmanIndependent
Mr. Juan José Suárez AlechaSecretaryProprietary
Mr. Marco AdrianiMemberIndependent

Appointments and Salary Committee

NameRepresented ByBoard OfficeStatus
Mr. Pablo Sagnier MaristanyChairmanIndependent
Mr. Arturo Leyte CoelloSecretaryProprietary
Ms. Núria Vilanova GiraltMemberIndependent

Strategy Commitee

NameRepresented ByBoard OfficeStatus
Berkinvest Capital, S.L.Mr. Juan Miguel Sucunza NicasioChairmanProprietary
Mr. Juan José Suarez AlechaSecretaryProprietary
Mr. Arturo Leyte CoelloMemberProprietary
Mr. Pablo Cervera GarnicaMemberIndependent

The Board Commissions are not regulated, however, their functions and the manner in which they function are controlled by the Board Regulations of Azkoyen S.A.

X

D. Diego Fontán Zubizarreta

Degree in Economics and Business from the University of Navarra and Executive MBA from IESE.
He began his professional career in Credigés, S.G.I.I.C. in 1997 as product manager assitant and then joined Banesto in 1999 where he was responsible for the equity portfolio area. Within the same entity, he became area director for issues and securitisations in the financial management department until 2006, year in which he joined Eurofinsa Group as Group Director of Diversification taking responsibility for the area of Logistics of Industrial Cold, Real Estate and other subsidiaries.
Since 2014 he develops his professional career as Managing Director in Crisgadini, combining its work managing the company with more than two hundred million euros of assets, with several boards. That same year he joined the Board of Pescanova, S.A. where he is a member of the Audit Committee and the Appointments and Remuneration Committee. He is also a member of the Board of other companies including Friologic Group (CEO) and Marina Port Forum.

Dña. Núria Vilanova Giralt

Founder and president of ATREVIA, leading global consulting Communication company in Spain, with more than 28 years of experience and presence in 13 countries. She graduated in Journalism from the Universitat Autònoma de Barcelona, ​​and conducted a PADE Program (Senior Management Program) at IESE.
Chairman of Capítulo Ibérico del Consejo Empresarial de América Latina (CEAL), she is a member of the Managing Board of Círculo de Empesarios and a member of the Managing Board of WPO Euro-Latam. She leads different research platforms, being founder and co-president of Foro del Buen Gobierno y Accionariado and founder of Observatorio de Comunicación Interna e Identidad Corporativa as well as co-authoress of Empresa Familiar, Comunicación y valores platform.
She is also a member of the board of Fundación FIES, Fundación Pelayo, Fundación Ship2B and Fundación FOAL.
Her professional profile is characterized by her commitment to knowledge development, CSR and business platforms. Speaker at various industry forums, she has received prestigious awards and honors, including the Cruz de Oficial de la Orden de Isabel La Católica, the Golden Master from the Fórum de Alta Dirección, the IWEC Award (International Women’s Entrepreneurial Challenge), the Women Entrepreneurs Award from FIDEM and the Women Entrepreneurs Award from FEDEPE, among others.

D. Pablo Sagnier Maristany

Industrial Engineer from UPC (1986) and MBA, IESE Business School, University of Navarra (1990).
He is a partner in Egon Zehnder in Spain, a firm which he joined in 1999. Egon Zehnder is a global consulting firm specialized in leadership, whose main services are oriented towards advicing to Boards of Directors, CEOs and managing teams succession plans, “executive search” and evaluation and development of management structures.
He began his professional career in 1988 as a consultant at Arthur Andersen in the IT area. In 1990 he joined McKinsey & Co. where, for six years, he participated and led strategic consulting projects in various sectors in Spain, USA, Argentina and Portugal. In 1996 he assumed the position of Director of Operations and later CFO at Winterthur Group, insurance company owned at the time by Credit Suisse.

D. Aurelio Orrillo Lara

Developing his professional career in J&A Garrigues, he is partner responsible for the office of Pamplona, specialized in Commercial Law. He is also Associate Professor of Commercial Law at Universidad Pública de Navarra and coordinates and teaches in this university Corporate Law in the Master’s degree on accessing the legal profession. He has been included several times in the American publication Best Lawyers in the group of the best Spanish lawyers in Commercial Law and mergers and acquisitions. He holds a Law Degree and a Master’s Degree in Business Law, both at Universidad de Navarra.

Mr. Arturo Leyte Coello.

He has a degree in Psychology and Philosophy from the Central University of Barcelona. He has a PhD in Philosophy. He is a researcher who was granted a scholarship by the Bavarian government. He continued his studies in Philosophy and Methodology of Science at the University of Munich (1986-1988) and at the Ruhr University Bochum (1989).
He is a Professor at the University of Vigo, where he teaches Logic, Philosophy and Human and Social Sciences. He was President of the General Library Commission of his university and Head of the Department of Sociology, Political Science and Philosophy.
He has been a guest professor and lecturer at several European and American universities. His works include different scientific papers, publications and specialised articles. He is the lead investigator in several projects of the DGCYT of the Ministry of Education and Science. He is member of several international scientific societies. Moreover, he has been Director of Azkoyen S. A. since 2005. He is President of the publishing company “La Oficina de Arte y Ediciones.”

Mr. Marco Adriani

He has a degree in Political Science from the University of Padua. He started his professional career in 1989 in the family business Coges S.p.A., the European leader in cashless payment systems in the vending sector. In 1995, he took over the management of the Research and Development Department responsible for new products. From 2003 to 2010, he was Managing Director of the company, which was acquired entirely by the Azkoyen Group in 2005. He has been Director of the Azkoyen Group since 2010. Currently, he is working in the tourist industry as a manager of a rural house in the northern Italian region.

Mr. Pablo Cervera Garnica

He studied Business Administration at CUNEF, where he graduated in 1987 and he also obtained an MBA (Master of Business Administration) from IESE (1988-1990). He started his professional career in the Mergers and Acquisitions Department of AB Asesores, where he worked from 1990 to 1997, until he joined PwC in 1997, where he was appointed partner in 1999.
He retired from PwC in 2000 and founded Atlas Capital, a financial group operating in the Financial Advice, Wealth Planning and Venture Capital areas, where he held the position of Managing Director until 2010, after having sold the Financial Advice and Wealth Planning businesses in 2007/2008. Since then, he has been Managing Director of Atlas Capital Prívate Equity, and has served as Director of Azkoyen, Marítima del Estrecho, ADEA, Serviocio Group, among others.

Mr. Juan José Suárez Alecha

He has a degree in Economics and Business Administration from the University of Navarra and an Executive MBA from IESE, he is a member of the Governing Board of the Alumni Association and President of the Promotion Department. He worked at Ernst&Young for 11 years, where he was Office manager of EY in Pamplona. Currently, he is the Corporate Finance Officer of the Berkelium Group, where he joined in 2005 as a Director of its subsidiary company Icer Rail. Prior to that, he was Director of Nucap Europe and Teknorail System, which are also subsidiaries companies of the Berkelium Group. He completed his training with a PDG from IESE in 2012. He has been a member of the Board of Directors of Azkoyen since 2011 and is also a member of the Audit Committee.

Mr. Juan Miguel Sucunza Nicasio

Industrial Engineer by Tecnun – University of Navarra.

He began his professional career in “Materiales de Fricción SAE” in 1985, becoming General Manager of “Icer Brakes SA” in 1990. Since 2000 he is CEO of the “Berkelium Group”, President of “Icer Rail SL” (JV with Knorr Bremse AG), Chairman of the Azkoyen Group and of the Supervisory Board of Primion Technology AG, Board Member of “SODENA”, President of the European Employers’ Association “FEMFM”, Member of the Advisory Board of “La Caixa” in Navarra, Member of the Standing Committee of “Moderna”, Group President in “SERNAUTO”, member of the territorial Board of IESE, etc.

He has had a clear international orientation since the beginning of his professional career , he has developed his skills and he has been qualified in General Management Programme of IESE, Harvard Business School, CB of Canada (Toronto), Deusto BS, etc.