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The corporate governance system

of Atresmedia

Atresmedia

has a set of bodies, control mechanisms and internal regulations that comprise

its Corporate Governance System. Its objective is to be transparent and efficient in

directing and running the organisation, which generates value for shareholders and other

stakeholders.

2015 has been a crucial year and one of major advances in issues of corporate governance.

General Meeting of

Shareholders

Board of Directors

External regulations

Internal regulations

Risk management

and control model

Corporate Enterprises Act, Securities Market Act, Good Governance Code for Listed

Companies, SCIFF, etc.

Bylaws, regulations, code of conduct, corporate policies, internal protocols.

Tools

Compliance and crime prevention model

SAP-GRC system, enquries and complaints channel, regulatory system

for conduct in issues of the securities market, etc.

Delegated Committee

Appointments and Remuneration Committee

Audit and Control Committee

Regulatory Compliance Committee

System of corporate governance

Bodies

Rules

Control

mechanisms

Many of the initiatives that commenced in 2013, with the creation —through the

Agreement of the Council of Ministers— of the Committee of Experts in Corporate

Governance, have come to fruition this year:

In the first months of 2015, companies incorporated into their internal regulations the

reforms introduced through Law 31/2014, of 3 December, which serves to amend,

following the proposals of the aforementioned Committee of Experts, the Corporate

Enterprises Act for improved corporate governance.

Through a Resolution of the Board of the CNMV of 18 February 2015, the new Good

Governance Code for Listed Companies was approved, also drawn up with the support

and advice of the aforementioned Committee of Experts.

This Code incorporates specific Recommendations on corporate social responsibility

that hitherto had been excluded from the application scope of previous Good

Governance Codes. This represents a major advance in driving the commitment of

companies, who need to review the monitoring of these recommendations under the

“comply” or “explain” principle. It has also legally reinforced: the annual corporate

governance report needs to set out the level to which corporate governance

recommendations are followed or, if applicable, give an explanation as to why these

recommendations are not followed.

ATRESMEDIA

| ANNUAL AND CORPORATE RESPONSIBILITY REPORT 2015 |

ATRESMEDIA

|

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