Report presented by Committee of Experts on corporate governance
The Committee of Experts on corporate governance, set up under a Cabinet decision of May 10, 2013 has presented its Study on legislative amendment proposals with which it seeks to enhance good governance at Spanish listed companies. The Committee of Experts has looked at the enhancements needed to the legislation and any others that should be kept as recommendations under the comply or explain principle. In this report the Committee has presented its corporate law reform proposals.
A first package of measures on the shareholders’ meeting is targeted at increasing the powers of the shareholders’ meeting, strengthening minority shareholders’ rights and ensuring transparency in the information shareholders receive.
A second package of measures, on the board of director, deals with a range of matters, including updating and strengthening the legal system for directors’ duties and liability; ensuring diversity on boards (in gender, experience and know-how), along with their supervision activities; including legally the role of coordinating director; reducing the term for which directors are appointed; clarifying their remuneration system; or proposing the nominations and remuneration committee as a mandatory committee alongside the audit committee.
Over the next four years, the Committee of Experts will address the second phase of their task consisting of a review of the recommendations in the Unified Good Governance Code.