Monterrey, Nuevo León.- FEMSA announces it will hold its Annual Ordinary Shareholders’ Meeting on April 8, 2022, in Monterrey, Nuevo Leon, Mexico (the “Shareholders’ Meeting”). A copy of the formal call for the Shareholders’ Meeting will be available in the following link in the upcoming days (https://femsa.gcs-web.com/shareholder-meeting-information). The record date for FEMSA’s ADS holders (NYSE: FMX) in the US will be March 14, 2022.
In line with investor feedback and with the express intention of enhancing accountability to shareholders and increasing independent Board oversight, as part of the upcoming Shareholders’ Meeting, the board of directors of FEMSA announces the following actions and commitments to enrich its corporate governance profile:
Strengthening Board Accountability to Shareholders
- Shareholders will have the ability to vote on directors individually, rather than as a slate, beginning with this Shareholders’ Meeting.
Increasing Influence of Independent Directors
- Continue refreshment and right-sizing of our Board, reducing board size to a target range of between 14 and 15 directors by 2023, a decrease from 18 directors in 2021, and 21 directors in 2018.
- By 2023 and once our target size is met, independent directors will comprise no less than 40% of the Board.
Increasing Oversight Role of Independent Directors on Key Committees
- The Audit Committee and the Corporate Practices Committee will continue to support the board of directors by providing vital independent oversight in their respective areas of focus.
- In addition, as part of our board renewal process, the Corporate Practices Committee will be renamed Corporate Practices and Nomination Committee, and will expand oversight to add to its responsibilities, the following:
- Evaluation and nomination of candidates for Series D directors,
- Appropriate board composition by ensuring the board includes directors with the skills, experiences and capabilities required to provide effective oversight, and
- Provide to shareholders a summary of the evaluation and nomination process for directors.
- The Strategy and Finance Committee will add independent operational oversight to its purview (and be renamed the Operations and Strategy Committee):
- A majority of the Committee will be independent directors.
- The Committee will provide specific oversight on transformational initiatives, further increasing the involvement and time commitment of directors on operational matters and complementing the role of Senior Management.
Source: El Financiero