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2021 INTEGRATED MANAGEMENT REPORT
The Compliance and Ethics Operating Committee, which reports to the Audit, Compliance, Ethics and Risk (ACER) Committee, is primarily responsible for overseeing compliance with internal regulations and codes of conduct and legislation currently applicable, particularly in the following areas: tax, market regulations, data protection, free competition, intellectual and industrial property, prevention of money laundering and terrorist financing, anti-bribery and anti-corruption, crime prevention, sanctions and seizures, and trade and internal controls. It also coordinates the information to be reported to both the Management Committee and the ACER Committee.
SELECTION OF GOVERNING BODY MEMBERS
The General Shareholders Meeting has the power to appoint, re-appoint and, where appropriate, remove directors, based on recommendations made by the Nomination and Compensation Committee.
The Nomination and Compensation Committee is responsible for selecting suitable candidates to take on the responsibilities inherent in a directorship1.
Both our directors and, where appropriate, potential candidates for these positions are professionals of proven integrity whose conduct and professional track record is aligned with the principles of our Code of Ethics and Conduct and with Cepsa's vision and values.
They are selected on the basis of their knowledge and experience in the energy, finance or industry sectors, dedication and diversity considerations. At Cepsa we also provide support and training so that new directors can acquire the necessary knowledge and skills to fulfil their responsibilities. We have upskilling programmes in areas of particular relevance such as cybersecurity or the application of new auditing standards.
1 Cepsa has separated the offices of Board Chair and Chief Executive. The Chairman is an external nominee director representing the majority shareholder Mubadala. The Chief Executive Officer is elected by the Board of Directors and unrelated to the principal shareholders represented on the Board.
