1. Ferrovial
  2. About Us
  3. Our Organization
  4. Board of Directors

Functions of the Board of Directors

The main function of the Board of Directors of Ferrovial SE is to supervise the activity of the Ferrovial Group, which comprises of guiding its policy; monitoring the corporate management bodies and endeavouring that they respect the corporate purpose and interest; evaluating the performance of the managers; taking the most significant decisions; and delegating day-to-day management upon the management team pursuant to applicable law and regulations.

The Board shall have the competences envisaged by applicable law and the Articles of Association. In addition, it shall exercise the following duties:

  • Endeavouring that the Company’s annual accounts that the Board draws up and submits to the General Meeting, are drawn up in such a way that the external auditor’s report is not qualified or limited in any way.
  • Monitoring, at least quarterly, the development of the financial statements of the Company, and approve the information which must be provided periodically to the markets or supervisory authorities, ensuring that the information is prepared observing the same principles as for the annual accounts.
  • Encouraging the participation of the shareholders in the General Meetings and adopt the appropriate measures to facilitate the General Meeting to effectively perform its functions according to applicable law and the Articles of Association, and endeavouring that the General Meeting and the Company’s shareholders have access to such information as they are entitled to under applicable law and the Articles of Association.
  • Establishing mechanisms for regular exchange of information with institutional investors who are a part of the Company’s shareholders, subject to applicable law and regulations.
  • Appointing or dismissing the senior internal auditor, based on a recommendation by the Audit and Control Committee.

The Board should develop a view on sustainable long-term value creation by the Company and its affiliated enterprise and formulate a strategy in line with this. The Board should formulate specific objectives in this regard. Depending on market dynamics, it may be necessary to make short-term adjustments to the strategy. When developing the strategy, attention should in any event be paid to the following:

  • the strategy’s implementation and feasibility;
  • the business model applied by the Company and the market in which the Company and its affiliated enterprise operate;
  • opportunities and risks for the Company;
  • the Company’s operational and financial goals and their impact on its future position in relevant markets;
  • the interests of the stakeholders;
  • the impact of the Company and its affiliated enterprise in the field of sustainability, including the effects on people and the environment;
  • paying a fair share of tax to the countries in which the Company operates; and
  • the impact of new technologies and changing business models.
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