Ethics, integrity and transparency are the three main pillars on which Antolin’s Corporate Governance is based. With the responsibility that following these three main principles implies, the company adopts sustainability criteria for each and every one of its decisions to ensure the proper functioning of its business activity, looking forward to longterm future and to responding to the needs and expectations of its environment and stakeholders
Antolin not only monitors the trends that set the path in terms of governance and integrates them into its governance model, but it also integrates the environmental, social and good governance requirements into the company’s strategy and the development of these criteria in the supply chain.
| Corporate Governance |  |
GOVERNANCE MODEL
Antolin’s governance and administration bodies are governed by a set of rules and principles that safeguard the smooth running of the company:
- Articles of Association.
- Internal Corporate Governance Rules.
- Vision and Values.
- Code of Ethics and Conduct.
- Corporate policies.
- Other internal codes, processes and procedures required or recommended through sector-related provisions.
- The Regulations of the Board of Directors and of the Delegated Committees.
GOVERNING BODIES
The General Shareholders’ Meeting and the Board of Directors are the backbone of Antolin’s governance model. The company is 100% controlled by the Antolin family.
General Shareholders’ Meeting
All its members belong to the Antolin family and all the shareholders are represented in it. It is therefore the company’s highest decision-making body.
Board of Directors
This body is responsible for the governance and administration of the company through the approval of the corporate strategy and general policies, as well as the supervision of those matters of particular importance for the company and that are of special relevance to stakeholders.
Territorios
Committees
Antolin has three delegate committees of the Board of Directors, composed of members of the Board of Directors and independent advisors. The committees meet every two months, in accordance with the guidelines and basic rules for organization and operation set out in the Regulations of the Board of Directors and delegated committees, approved in 2021.
Each committee draws up the annual calendar of meetings, which are held at least seven days before each of the meetings of the Board of Directors. On a monthly basis, prior to formal meetings, follow-up sessions are held on specific topics of relevance to the company.
- Audit Committee: 5 members | 7 meetings | 3 independent advisors | 3 women
Chaired by an advisory member, the Audit Committee oversees risk management, the system of internal control over financial reporting (ICOFR), and internal and external audit. Other functions include analyzing the management of conflicts of interest that may arise, monitoring and evaluating the process of preparing and presenting financial and non-financial information. The latter two tasks are carried out in coordination with the Sustainability and Corporate Governance Committee.
- Appointments and Remuneration Committee: 4 members | 7 meetings | 2 independent advisors | 2 women
Under the chair of an independent advisor, the Appointments and Remuneration Committee sets, evaluates and ensures compliance with the company's remuneration policies and structures in line with long-term performance. The Board of Directors in plenary session reserves the power to approve the remuneration policy for senior management and the remuneration of directors within the limits established by law and by shareholders at general meetings, as well as, in the case of executives, the additional remuneration for their executive duties and other conditions that must be respected in their contracts.
- Sustainability and Corporate Governance Committee: 3 members | 7 meetings | 1 independent advisor | 2 women
The strategic lines that pave the way for Antolin in environmental, social and governance aspects are set by the Board of Directors, with the support and advice of the Advisory Board. Thus, the advisory board members are directly involved in the monitoring and management of these issues through the Sustainability and Corporate Governance Committee.
Advisory Board
On January 21, 2025, Antolin, has renewed its Advisory Board with the appointment of four new members. These appointments are aimed at supporting the company’s strategic priorities as it navigates the current challenges of the automotive market.
Maite Ballester, Jan Borgonjon, David Cano and José Manuel Temiño will join the Advisory Board.
The new appointments join existing Advisory Board members Milagros Caiña and Jürgen Stackmann, forming a team with diverse professional backgrounds that enriches the company’s strategic guidance.
The diversity of talent and experience is key in these particularly challenging times for the sector, as Antolin works to maintain its financial strength and secure its international leadership.