Directors’ Committee

The Directors’ Committee, as defined and regulated by the Corporations Law (Law 18,046), must have three members, the majority of whom must be independent. The Company’s Directors’ Committee is currently composed of Ignacio Guerrero (chairman), Juan Carlos Jobet and Hernán Büchi. The committee meets to:

1. Examine the independent auditor reports, balance sheets and other financial statements presented to shareholders by management or settlement agents. The committee must issue an opinion prior to submission for shareholder approval;
2. Propose to the Board of Directors the external auditors and risk rating agencies that will be suggested at the shareholders’ meeting;
3. Review information related to the transactions referred to in Title XVI and prepare a report on these transactions;
4. Propose to the Board a general policy for managing conflicts of interest and making decisions on customary transaction policies established pursuant to the second paragraph of Article 147.
5. Examine the compensation systems and plans for the company’s managers, senior executives and;
6. Prepare an annual management report, including its main recommendations to shareholders;
7. Make recommendations to the Board on the advisability of hiring the independent audit firm to provide complementary services not prohibited under Article 242 of Law 18,045 based on whether such services could lead to the risk of loss of independence.