Corporate Governance

At Orbia, we’ve adopted strong corporate governance practices that reflect our commitment to the highest standards of corporate ethics, diversity, and compliance. This framework is designed to guide the people who determine the present and the future of our company. It’s how we lay out the mechanisms for achieving our strategic plan, while ensuring full legal and regulatory compliance. Here you'll find the guidelines that determine the rights and responsibilities of the shareholders meeting, the board of directors and its committees, and the CEO.

A Message from our Chairman

“Together, we are building a company that has the capacity and the will to address some of the world’s greatest challenges in ways that will benefit all our stakeholders.”

- Juan Pablo del Valle, Chairman of the Board of Directors

Governance Highlights

At Orbia, we don’t make idle commitments when it comes to corporate governance; we believe in putting our shareholders’ interests first. That is why our environmental, social and governance policies are greatly determined by our investors.

As it stands, 50.68% of Orbia is owned by a controlling group and other related investors. Today, 21% of Orbia's board directors are women and around 64% of Orbia's board directors are independent.

Board of Directors

Directors

Committees

Corporate Practices and Sustainability Committee

The Corporate Practices Committee advises and assists the Board of Directors in drafting and reviewing important reports and transactions, plans shareholder meetings, and requests opinions from independent third-party experts. This Committee also oversees our sustainability strategy and practices.

President
Eugenio Clariond Reyes Retana

Members
Divo Milan Haddad
Juan Pablo del Valle Perochena
María Teresa Arnal
Anil Menon

Audit Committee

Among other duties, the Audit Committee supervises external auditors, analyzes financial statements, and informs the Board of Directors of the relevant irregularities.

President
Fernando Ruiz Sahagún

Members
Divo Milan Haddad
Eduardo Tricio Haro
Alma Rosa Moreno Razo

 

Finance Committee

Orbia’s Finance Committee supports the Board of Directors in fulfilling its responsibilities to shareholders regarding the policies, practices, and strategies related to managing financial affairs.

President
Guillermo Ortiz Martínez

Members
Antonio del Valle Perochena
María de Guadalupe del Valle Perochena
Adolfo del Valle Ruiz
Ignacio del Valle Ruiz
Jack Goldstein Ring

 

Annual General Meetings

Compensation

At Orbia, the following three key principles underpin our Compensation Policy: we are competitive in the markets in which we operate, we are respectful of our employee’s internal equity and we stimulate a pay-for-performance culture. These principles are written down as guidelines and shape our Corporate Compensation Framework.

Board Compensation

The compensation for members of Orbia’s Board is established in the company’s statutes. Every year, the shareholder meeting reviews and approves these, in accordance with the company’s bylaws. To ensure that this compensation remains competitive in today’s market, the Corporate Practices Committee occasionally instructs a specialist firm to analyze the remuneration of Board members. In 2017, the company selected to perform this check was Willis Towers Watson.

CEO and Executive Compensation

One of the Corporate Practices Committee’s responsibilities is to evaluate the performance of Orbia’s executives and review the compensation granted to them. The same goes for our CEO: the Corporate Practices Committee also reviews his compensation on a regular basis.

Compensation can consist of (1) a fixed salary, (2) a short-term variable compensation, linked to EBITDA, Trade Working Capital, EBT and Return on Equity, (3) a long-term variable compensation, share price-based incentive program linked to Return on Invested Capital (ROIC) or (4) non-monetary compensation and fringe benefits.

Long Term Incentives (LTI)

In 2015, Orbia established a Long-Term Incentive plan, the purpose of which is to align shareholder interests with executive compensation and reward the company leaders for their achievement of strategic objectives that will ensure the continued success of Orbia.

The Long-Term Incentive is granted annually to those executives who have at least six months of continuous service at the time of the grant. The methodology used to report an estimate of the total value of the plan is in accordance with the Black & Scholes model.

Corporate Documents

Code of Ethics

Our Code of Ethics reflects the professional spirit in which we at Orbia conduct ourselves and our business. The principles and policies apply to all Orbia employees, as well as our suppliers and customers, so we want to ensure that they understand and embrace our Code of Ethics.

Corporate Governance Guidelines
Human Rights Policy

Contact Investor Relations

Learn more about Orbia’s business strategy and financial performance and discover why investing would be a good idea.

Get in touch

Orbia at a Glance

Company fact sheet


Download