Board

Comprises nine independent non-executive directors, two proprietary non-executive directors and one executive director (IAG CEO) and is responsible for:

  • submission of proposals to the shareholders’ meetings
  • approval of the Group’s strategy, business and financial plans
  • approval of the Group’s general policies
  • appointment and removal of senior executives
  • determination of the policy on shareholders’ remuneration
  • approval of significant investment or divestment decisions
  • approval of the risk management and control policy
  • ensures effectiveness of the corporate governance system

Chairman

Javier Ferrán

  • chairs the shareholders’ meetings
  • leads the Board’s work
  • sets the Board’s agenda and directs its discussions and deliberations
  • main link with Chief Executive and management
  • ensures effective communication with shareholders
  • ensures the highest standards of corporate governance
  • promotes the highest standards of corporate governance

CEO

Luis Gallego

  • is responsible and accountable to the Board for the management and profitable operation of the Company
  • leads the Company’s management team
  • oversees the preparation of operational and commercial plans
  • develops an effective management strategy
  • puts in place effective controls
  • coordinates the activities of the Group

Senior Independent Director

Alberto Terol

  • acts as a sounding board for the Chairman and appraises his performance
  • serves as intermediary for other directors when necessary
  • is available to shareholders, if concerns not resolved through normal channels

Audit and Compliance Committee

  • reviews the activity and performance of the external auditor, preserving their independence
  • supervises the effectiveness of the internal control of the Company, the internal audit and the risk management systems
  • supervises the process for the preparation of the Group’s financial results, reviewing the Company’s accounts and the correct application of the accounting principles
  • assesses and oversees the Company’s compliance system
  • reviews the Company’s CSR and sustainability policy

Nominations Committee

  • evaluating the mix of competencies, knowledge and experience necessary in the Board‘s membership and reviewing the criteria for the Board composition and the selection of candidates
  • submitting the recommendation for appointment of directors to the Board for approval, and reporting on the proposed designations of the members of the Board committees and their chairs
  • succession planning for Board members making proposals to the Board so that such succession occurs in a planned and orderly manner
  • reporting to the Board on the appointment and removal of senior executives (which includes all IAG Management Committee members)
  • ensuring that non-executive directors receive appropriate induction programmes
  • setting diversity targets (gender, ethnicity and other criteria) both within the senior management and the succession pipeline
  • ensuring that plans are in place for orderly succession of senior management positions whilst safeguarding the achievement of agreed diversity targets establishing a target for female representation on the Board which should adhere to the Company’s Directors Selection and Diversity Policy
  • coordinating the annual evaluation of the performance of the Board and its committees

Remuneration Committee

  • reviews and recommends to the Board the directors and senior executive remuneration policy
  • reports to the Board on incentive plans and pension arrangements
  • monitors compliance with the Company’s remuneration policy
  • ensures compliance with disclosure requirements regarding directors’ remuneration matters

Safety Environment and Corporate Responsibility Committee

  • to receive significant safety information about IAG’s subsidiaries, franchise codeshare or wet-lease providers used by any member of the Group
  • to exercise a high-level overview of safety activities and resources
  • to inform the Board and to follow up on any safety-related matters as determined by the Board