Committees

• Executive Committee

  The Executive Committee is responsible for reviewing the results, strategy, and relevant topics of each entity within the company, as submitted by their General Managers.

• Audit Committee

  The Audit Committee’s functions include:

  • Evaluating our internal control and audit systems to identify any deficiencies.
    
    
  • Monitoring and evaluating Traxión’s risk exposure and management, including operational, financial, cybersecurity and climate change risks.
    
    
  • Following up on corrective or preventive measures in case of non-compliance with guidelines or operational and accounting policies.
    
    
  • Assessing the performance of the external auditors.
    
    
  • Reviewing our financial statements and recommending their approval to the Board of Directors.
    
    
  • Assessing the effects of any changes to the accounting policies approved during the fiscal year.
    
    
  • Following up on measures related to observations made by shareholders, Board members, top management, employees, or third parties regarding the company’s accounting, internal and external control and auditing systems, including management irregularities reported through anonymous or confidential methods.
    
    
  • Overseeing compliance with resolutions of the General Shareholders Meetings and the Board of Directors.
• Corporate Practices and Sustainability Committee

  This committee evaluates the performance and compensation of the top management, reviewing transactions with related parties, and assesses any waivers granted to Board members or top management that allow them to take advantage of business opportunities, in accordance with the Mexican Securities Market Law. The committee also monitors Traxión’s Sustainability Strategy and reports to the Board of Directors on its progress, including climate-change-related risks and opportunities and other environmental and social aspects. The Group’s sustainability strategy and progress are approved and monitored by the Executive President, and sustainability

  efforts are coordinated with the Group’s corporate departments and business units through the Sustainability Committee. This ensures the integration of ESG factors at all decision-making levels. All members of the Corporate Practices and Sustainability Committee are independent, as mandated by the Mexican Securities Market Law.

• Nominations and Compensation Committee

  The Nominations and Compensation Committee presents a list of potential Board members to the General Shareholders Meeting whenever the tenure of a serving member is not ratified, or the number of directors is increased. It also evaluates candidates nominated by shareholder groups that hold a stake of at least 10% in the company’s share capital.