Cellnex
ESRS disclosure: ESRS ESRS 2 \ DR GOV-1
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- Provide the total number of non-executive members within the administrative, management, and supervisory bodies of the undertaking, as required by Disclosure Requirement GOV-1 concerning the composition and diversity of these bodies.
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Question Id: GOV-1_02
There are eleven non-executive members out of twelve directors.
Report Date: 4Q2024Relevance: 90%
- Provide detailed information regarding the experience of members within the administrative, management, and supervisory bodies that is pertinent to the sectors, products, and geographic locations associated with the undertaking, as per Disclosure Requirement GOV-1.
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Question Id: GOV-1_04
The members have diverse experiences in sectors such as telecommunications, finance, and energy, with roles in companies like Telefónica, Repsol, and others. They have held positions like CEO, Vice Chair, and Director in various international companies, contributing to their expertise in different geographic locations including Spain, the United States, and the United Kingdom.
Report Date: 4Q2024Relevance: 85%
- Provide the percentage composition by gender and other diversity aspects of the members within your administrative, management, and supervisory bodies. Calculate the board's gender diversity as an average ratio of female to male board members.
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Question Id: GOV-1_05
In 2024, the number of female directors is six (6) out of a total of twelve (12) Board members, representing 50%.
Report Date: 4Q2024Relevance: 50%
- Provide the percentage representation of each gender within the administrative, management, and supervisory bodies of your organization, as well as any other diversity aspects deemed relevant. Specifically, calculate and disclose the board's gender diversity ratio as the average ratio of female to male board members.
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Question Id: GOV-1_06
In 2024, the number of female directors is six (6) out of a total of twelve (12) Board members, representing 50%.
Report Date: 4Q2024Relevance: 50%
- Provide the percentage of independent board members within your administrative, management, and supervisory bodies. For entities with a unitary board structure, specify the percentage of independent non-executive board members. For those with a dual board structure, indicate the percentage of independent members within the supervisory body.
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Question Id: GOV-1_07
The number of independent directors is eight (8) out of twelve (12), representing 66.67%.
Report Date: 4Q2024Relevance: 90%
- Provide detailed information regarding the identity of the administrative, management, and supervisory bodies, or the individual(s) within these bodies, who are responsible for overseeing impacts, risks, and opportunities. This disclosure should encompass the roles and responsibilities of these entities as outlined in Disclosure Requirement GOV-1.
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Question Id: GOV-1_08
The Committee of Ethics and Compliance (CEC) is responsible for overseeing ethics, business integrity, and the effectiveness of the company’s compliance system. The Audit and Risk Management Committee supervises the activities of the CEC.
Report Date: 4Q2024Relevance: 60%
- Provide a detailed account of the roles and responsibilities of the administrative, management, and supervisory bodies, specifically focusing on management's role in governance processes, controls, and procedures utilized to monitor, manage, and oversee impacts, risks, and opportunities.
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Question Id: GOV-1_10
The CEC is responsible for overseeing ethics, business integrity, and the effectiveness of the company’s compliance system. It reports to the Audit and Risk Management Committee of the Board of Directors.
Report Date: 4Q2024Relevance: 50%
- Provide a detailed account of the governance processes, controls, and procedures utilized by your administrative, management, and supervisory bodies to monitor, manage, and oversee impacts, risks, and opportunities. Specifically, describe management's role within these processes, indicating whether this role is delegated to a specific management-level position or committee. Additionally, elucidate on the mechanisms through which oversight is exercised over the designated position or committee.
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Question Id: GOV-1_11
The CEC is responsible for ensuring that communications received through the Whistleblowing Channel are independently analyzed, studied, and resolved. The Audit and Risk Management Committee supervises the activities of the CEC.
Report Date: 4Q2024Relevance: 60%
- Provide a detailed account of the roles and responsibilities of the administrative, management, and supervisory bodies, specifically focusing on the governance processes, controls, and procedures utilized to monitor, manage, and oversee impacts, risks, and opportunities. Include comprehensive information regarding the reporting lines to these bodies.
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Question Id: GOV-1_12
The CEC reports to the Audit and Risk Management Committee of the Board of Directors. It is responsible for overseeing ethics, business integrity, and the effectiveness of the company’s compliance system.
Report Date: 4Q2024Relevance: 60%
- Provide a detailed account of the roles and responsibilities of your administrative, management, and supervisory bodies. Specifically, describe management's involvement in governance processes, controls, and procedures utilized to monitor, manage, and oversee impacts, risks, and opportunities. Include information on whether dedicated controls and procedures are employed for managing these aspects and, if applicable, explain how they are integrated with other internal functions.
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Question Id: GOV-1_13
The CEC is responsible for overseeing ethics, business integrity, and the effectiveness of the company’s compliance system. It plays a proactive role in ensuring that these areas are managed effectively, with broad powers and independence for executing its functions.
Report Date: 4Q2024Relevance: 60%