Board of Directors
The Board of Directors is made up of seven members and one of its main activities is decision-making for the fulfillment of corporate strategic objectives.
Members of the Board of Directors
The presidency of the Board of Directors is held by Rosario Córdoba Garcés, an independent member. Out of the seven members of the Board of Directors, five of them meet all the conditions established in our Code of Good Governance to be considered independent members.
The main activities of the Grupo Argos Board of Directors consist of carrying out decision-making processes for the fulfillment of the corporate strategic goals and to follow-up on the implemented actions, seeking to always find the best interests for the company and its shareholders.
Committes
This committee is made up of three members of the Board of Directors that certify the independent members. The members of the Committee must have at least one with experience in matters of corporate finance and / or matters related to the design and implementation of internal control systems. Likewise, the company’s CEO, the Financial Vice-president, the Internal Auditor and the Statutory Auditor attend as guests with voice, but without a vote.
The main purpose of the Committee is to evaluate the accounting procedures, the management of the relationship with the Statutory Auditor and to supervise the effectiveness of the control architecture and the risk management system. The functions of the committee can be consulted in numeral 19.1.2 of the Chapter III of the Code of Good Governance and in article 60 of the Bylaws.
The Talent and Compensation Committee will be composed of three Directors who are Independent Members. The members of this Committee will be knowledgeable in matters of strategy, best practices and trends in human resources, and related matters related to compensation policies. The Secretary of this Committee will be the Vice President in charge of the talent and administrative areas of the Company, or the person designated by him/her.
The main goal of this Committee is to support the Board of Directors in the exercise of its functions related to the strategy and integral management of the organization’s talent, succession processes, and appointments, and in the exercise of the tasks associated with the compensation guidelines for Grupo Empresarial Argos employees, including the compensation of the Board of Directors and Senior Management.
The committee’s functions can be consulted in numeral 19.2.2 of Chapter III of the Code of Good Governance.
This committee is made up of three members of the Board, at least one must be an independent member. The Company’s CEO will attend the meetings. He/she is to be heard but without a right to vote, and the Secretary General of the Company, or the person appointed by him/her, will act as secretary.
The main goal of this Committee is to assist the Board of Directors in its role of proposing and supervising the measures of Sustainability and Corporate Governance of the Company. The functions of the committee can be consulted in numeral 19.4.2 of the Chapter III of the Code of Good Governance.
More information
The remuneration of its members is approved by the Shareholders’ General Assembly, according to the structure, obligations and responsibilities of this board, as well as the personal and professional skills of its members, the time invested and their experience.
The members of the Board of Directors are remunerated through a fee per session attended by the Board of Directors and a fee per session attended by the Support Committees.
Remuneration for attended session of the Board of Directors and the Board Committee:
April 2024 – March 2025
$11.000.000
| Topics | Ana Cristina Arango | Armando Montenegro | Claudia Betancourt | Jorge Uribe | Rosario Córdoba | Mauricio Ortega | Esteban Piedrahita | Total |
| a) Risk | 1 | 1 | 1 | 1 | 4 | |||
| b) Internal control | 1 | 1 | ||||||
| c) Corporative finance | 1 | 1 | 1 | 1 | 1 | 1 | 6 | |
| d) Commercial affairs | 1 | 1 | 1 | 1 | 4 | |||
| e) Materials industries | 1 | 1 | 2 | |||||
| f) Crisis management | 1 | 1 | 1 | 3 | ||||
| g) Legal affairs | 1 | 1 | ||||||
| h) Sustainability | 1 | 1 | 1 | 3 | ||||
| i) Government/Public policy | 1 | 1 | 1 | 3 | ||||
| j) International | 1 | 1 | 1 | 3 |
The Board of Directors is assessed on a yearly basis, alternating external evaluations with self-assessments. The external one is carried out by an independent firm selected by the Board itself, as recommended by the Sustainability and Corporate Governance Committee. These contemplate quantitative and qualitative aspects.
Chapter III of the Code of Good Governance contains the Operating Regulations of the Board of Directors. It regulates among others, matters relating to:
- Principles of action of the directors.
- Main responsibilities of the Board.
- Selection criteria for directors.
- Election and conformation of the Board.
- Incompatibilities of the directors.
- Directors’ term.
- Rules of operation of the Board.
- Budget.
- Performance Appraisal of the Board of Directors.
- Board support committees.
The Board has three support committees, which are appointed by the board, and they are made up of members of the Board and by company officials.
Rosario Córdoba
She has been a member of the Board of Directors since 2011. She is an economist, based in Bogotá, an independent consultant, with extensive experience in the private sector and guilds in Colombia. Rosario Córdoba participates in boards of directors of representative private and non-profit companies in the country, which allows her to have a strategic vision of business. She currently chairs the Board of Directors of Grupo Argos, from where she leads the definition of its agenda and coordinates the dynamics and participation of all Board members.
Claudia Betancourt
She has been a member of the Board of Directors since 2018. She is an economist, based in Cali, general manager of Amalfi S.A.S., with extensive experience in the financial, risk, cement and energy sectors. Claudia Betancourt participates in the boards of directors of companies listed on the Colombian Stock Exchange such as Promigas S.A. E.S.P. and Gases de Occidente S.A. E.S.P., which allows her to have an adequate knowledge of the country’s business dynamics. She was a member of the Board of Directors of Cementos Argos S.A., one of the strategic businesses of Grupo Argos.
Ana Cristina Arango
She has been a member of the Board of Directors since 2009. She is a civil engineer based in Medellín, director of Inversiones el Yarumo S.A., with extensive experience in the financial, risk, and cement sectors. Ana Cristina Arango is a member of boards of directors of private companies in Colombia, which allows her to have a knowledge of the operational and strategic dynamics of business.
Jorge Uribe
He has been a member of the Board of Directors since 2015. He is an administrative engineer, based in Panama City and Miami, an independent consultant, with extensive experience in the mass consumption sector, logistics and operations, international business and talent management. Jorge Uribe participates in different boards of directors of national and foreign companies, which allows him to have a deep knowledge of the dynamics of business in Colombia and abroad.