Iberdrola, S.A. Board of Directors
A plural, independent body that constantly renews itself and oversees the body strategy
As provided in the Regulations of the Board of Directors [PDF], the Board of Directors of Iberdrola, S.A. has the broadest powers and powers to manage and represent the Company. In particular, it focuses its activities on the approval of strategic goals with projection at the Group level, on the definition of its organisational model, and on the supervision of compliance therewith and the development thereof. It also designs, evaluates and permanently reviews the Governance and Sustainability System. Discover the composition of the Board of Directors of Iberdrola, S.A. and how it works.
How is the Board of Directors organised?
The Board of Directors of Iberdrola, S.A. generally entrusts the functions of supervision, organisation, and strategic coordination with projection at the Group level to its executive chairman, chief executive officer, and management team, who disseminate, implement, and monitor the general strategy and the basic guidelines for the management thereof established by such body.
In addition, the Company’s Board of Directors has set up an Executive Committee and four consultative committees: the Audit and Risk Supervision Committee, the Appointments Committee, the Remuneration Committee, and the Sustainable Development Committee.
As a further example of Iberdrola, S.A.'s ongoing transparency with its shareholders and the markets, the Company publishes the Activities Report of the Board of Directors and of the Committees thereof [PDF], a document that provides information on each of the members of the aforementioned bodies and the main activities carried out by them during the financial year in question.
Activity of the Board of Directors in 2022
11 meetings
attended by all its members
Evaluation and achievements
- Separation of the posts of Executive Chairman and CEO
- Approval of a Strategic Plan 2023-2025
- Cybersecurity monitoring
- New People Management Policy
- Macroeconomic and sectoral risk monitoring
Priorities
- Balanced growth
- Sustainable shareholder remuneration
- ESG+F Strategy
- Financial soundness
- Risk control
Challenges for 2023
- Monitoring of the Strategic Plan 2023-2025
- Assessment of possible impacts of the geopolitical and macroeconomic situation
- Analysis of changes in energy policies
- Monitoring the impact of our activities on the various stakeholders
- Implementation of the Climate Action Plan (Mission-Zero30 Plan)
We comply with the guidelines for the election of our directors in accordance with our Boards of Directors Diversity and Member Selection Policy.
Information extracted from the Activities Report of the Board of Directors and of the Committees thereof.
Board of Directors Structure
The following chart shows the proportion of the different types of directors inside the Board of Directors and its consultative commissions:
In accordance with the Boards of Directors Diversity and Member Selection Policy, the selection of candidates for Board directorship is based on a prior analysis of needs, in order to guarantee the diversity of skills, knowledge, experience, origins, nationalities, age and gender in its composition and, in particular, to avoid any type of bias that might hinder the appointment of female directors.
The current composition of the Board of Directors of Iberdrola, S.A. is balanced, made up of an ample majority of independent directors, with highly qualified and professional experience, and reflects a clear commitment to such diversity.
All members of the Board of Directors are external directors except the Chairman, Mr. José Ignacio Sánchez Galán, and the CEO, Mr. Armando Martínez Martínez, who are classified as executive directors.
In addition, the Board of Directors has a first vice-chairman, Mr. Juan Manuel González Serna —who also chairs the Remuneration Committee and is coordinating director, with the powers provided for in the Regulations of the Board of Directors [PDF]— and a second vice-chairman, Mr. Anthony L. Gardner, both qualified as independent directors.
The members of the Board of Directors are classified as executive, independent and other external in accordance with the definitions set out in the Capital Companies Act.
Furthermore, the posts of legal adviser to the Board of Directors and secretary of each of its consultative committees are held by external lawyers of recognised prestige, which guarantees their independence of judgement and enriches the debate and exchange of views at meetings of the Board of Directors and its committees.
Iberdrola, S.A. Board of Directors Profile
Composition
- Executive directors
- External directors
- Non-independent external directors
- Independent directors
Seniority of directors
- > 10 years
- 6 - 10 years
- 0 - 5 years
Gender diversity
- 43 % Women
- 57 % Men
Nationalities
-
Spain -
United Kingdom -
USA -
France -
Brazil -
Italy
Profile and skills of the directors
- Administration and senior management
- Accounting, audit, finance and risk
- Energy sector
- Electricity sector
- Commercial and international
- Digitalisation and cybersecurity
- Corporate governance and sustainable development
- Institutional and legal
- Remuneration systems
- Human capital and talent
- Academic sector
Academic background
- Economic and business sciences
- Law
- Humanities
- Engineering
Information extracted from the Activities Report of the Board of Directors and of the Committees thereof.
The positions of counsel to the Board of Directors and secretary of each of its consultative committees, are held by well-respected outside lawyers, which ensures their independence and enriches debate and the exchange of viewpoints at the meetings of the Board of Directors and its committees.
The members of the Board of Directors are classified as executives, independents and other externals according to the definitions established in the Spanish Companies Act (Ley de Sociedades de Capital).
Ignacio Galán, Executive Chairman of Iberdrola
Ignacio Sánchez Galán is Executive Chairman of Iberdrola and of the Group's subholding companies in the United Kingdom (ScottishPower), the United States (Avangrid) and Brazil (Neoenergia).
Activities Report of the Board of Directors and of the committees thereof 2022 [PDF]
All information in PDF regarding the composition, operation, and main actions of Iberdrola's governing bodies during the last financial year.
