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  2. Board of Directors >
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Remuneration Committee

Chairman

  • - Álvaro Álvarez-Alonso Plaza (External independent director)

Members

  • - Rafael Mateu de Ros Cerezo (External independent director)
  • - Fernando Masaveu Herrero (External director)
  • - Teresa Martín-Retortillo Rubio (External independent director)
  • - Fernando Francés Pons (External independent director)

Secretary

  • - Gloria Calvo Díaz (Secretary/no Director)
The Remuneration Committee will comprise a minimum of three and a maximum of seven Directors nominated by the Board of Directors on the recommendation of the Remuneration Committee. Committee members are appointed for a two-year term which are automatically renewable.
At the Committee Chairman's discretion, its meetings may be attended by the Bank's President and CEO, notwithstanding the Committee's authority to meet without them.
The Chairman of the Committee may engage the services of external consultants - as it did in 2003 ? to advise the Committee on matters falling under its authority.
The Committee's functions include the following:
  • - To report on the system of remuneration for the Directors, Consultant Directors and Board Consultants and, from time to time, to review the structure and amount of that remuneration, and to ensure its transparency.
  • - To propose the system for the remuneration of the Chairman and the Managing Director in their capacity as executives of the Bank.
  • - To report on managerial or employee incentive plans linked to movements in the price of the Bank?s shares, or other variable index.
  • - The other functions assigned to it in these Regulations or by the Board of Directors.
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