Corporate governance

Board of Directors

The Board of Directors is responsible for the management of the Company. It´s composed of seven members, of which five out of seven are independent, pursuant of transparency and alignment with the certificate holders interests. Each Director is elected annually at the Shareholders Annual General Ordinary Meeting. All Board Members hold the positions for one year and may be reelected.


Set forth below are the name, position and description of the business experience of each of Terrafina's directors on its Board of directors.

Name
TITLE
Alberto Chretin Chairman, Director & CEO
Alfonso Munk Director
Eduardo Solis* Director
Arturo D'Acosta* Director
Jose Luis Barraza* Director
Víctor D. Almeida* Director
Carmina Abad* Director
Julio Cardenas* Director
*Independent Directors, pursuant of the Mexican Securities Market Laws

Alberto Chretin: CEO

Alberto Chretin is Terrafina´s Chief Executive Officer and Chairman of the Board. Mr. Chretin is responsible for the preparation of our business strategy and the execution of our vision, goals and business plan. Before joining Terrafina, Mr. Chretin served as a Minister of Economy for the state of Chihuahua, Mexico, and as Executive Advisor of PREI in connection with Terrafina´s initial portfolio. Prior to joining PREI, Mr. Chretin was Managing Director at Verde Corporate Realty Services, where his duties included marketing, promotion, leasing, development, investment and property management. Previously in his career, Mr. Chretin was CEO at Intermex, Chihuahua, where he doubled the size of the Company’s industrial portfolio, and Executive Director of Parques Industriales de Chihuahua, S.A. de C.V. Mr. Chretin has also served as Executive Director of the Mexican Association of Industrial Parks (AMPIP) from 2009 to 2010. Alberto Chretin holds a Bachelor’s degree in Management and Mechanical Engineering from the Instituto Tecnológico y de Estudios Superiores de Monterrey (ITESM) and attended the AD-2 program at the IPADE Business School in Mexico.


Alfonso Munk: CEO for PREI Latin America

Alfonso Munk is CEO of PREI Latin America. Mr. Munk is responsible for managing PREI’s investment management business in Latin America, including the development and implementation of its business strategy. Prior to joining PREI, he served as Managing Director at Morgan Stanley Real Estate Investing (MSREI), where he held various roles over the last ten years. Most recently, he was responsible for real estate investing activities of MSREI in southern Europe, as well as pan-European hospitality investments. He also served as regional head of MSREI for South America, based in Sao Paulo. Mr. Munk holds an MBA from Wharton School of Business with a major in Finance and Real Estate, and a Bachelor’s degree in Business and Hospitality Administration from Cornell University. Mr. Munk is a member of the Urban Land Institute and has been a board member of various companies, including Icade, Eurosic SA, Abyara Planejamento Imobiliario SA, and Compagnie La Lucette, where he was Chairman of the Board.


Eduardo Solis: President of AMIA

Eduardo Solis is President of the Mexican Association of the Automotive Industry (AMIA). Prior to his current position, Mr. Solis worked at the Ministry of Economy, where he served as a Head of the Unit for the Promotion of Investment. He was responsible for attracting key strategic projects to Mexico. Previously, Mr. Solis was responsible for the administration of NAFTA and was Mexico’s Chief Trade Negotiator with Latin America. He negotiated free trade agreements with Chile, Nicaragua, Uruguay, Guatemala, Honduras and El Salvador, as well as bilateral agreements with Brazil, Argentina, Panama and Peru. Mr. Solis was also Mexico’s Chief Negotiator in the Free Trade Agreement of the Americas, and worked at the Ministry of Commerce and Trade as Head of Negotiations for the agricultural chapter of NAFTA, as well as for the free trade agreements with Costa Rica, Bolivia, Colombia and Venezuela, and the World Trade Organization (WTO) Uruguay Round. Mr. Solis has a Bachelor’s degree in Economics from the Universidad Autónoma de Nuevo León, and received a Master’s degree and a Ph.D. from The University of Chicago and the University of Rochester, respectively.


Arturo D’Acosta: Executive Director of Actinver

Arturo D’Acosta is Executive Director of Actinver. Previously, he held the Executive Director position at Alvarez & Marsal (A&M) in Mexico City. Mr. D’Acosta is responsible for providing consulting services to companies in Mexico as a specialist in financial administration. Mr. D’Acosta also serves as President of the Securities Listing Committee for the Mexican Stock Exchange, where he analyzes and authorizes capital and debt placements. Previously, he was Managing Partner at Serficor Partners, where he ran several projects in the construction, food, and agriculture industries. Prior to his work at Serficor Partners, Mr. D’Acosta was General Manager of Finance and Administration for the Grupo Industrial Saltillo and Corporate Director of Finance and Administration at DESC, where he was responsible for various financial restructurings and bond issuances in Mexico and the U.S. Mr. D’Acosta earned a B.B.A. from the Escuela Bancaria y Comercial and holds an MBA from the Instituto Tecnológico Autónomo de México (ITAM).


Jose Luis Barraza: Former Chairman of the Administrative Board of Aeromexico

Jose Luis Barraza is the former Chairman of the Administrative Board of Grupo Aeromexico, of which he continues to be a member. In addition, he is President of the Executive Committee of Aeromexico and participates as Permanent Guest of the Audit and Corporate Practices Committees. Mr. Barraza has worked in international commerce and industrial development for over 30 years. He has served as Chairman of the boards of Proyectos Inmobiliarios Impulso, Optima, Administración de Servicios Optima, Realiza y Asociados, e Inmobiliaria Realiza. Mr. Barraza has also been a board member of numerous financial, educational and philanthropic institutions. From 2003 to 2004, he was President of the Employers’ Confederation of the Republic (Coparmex), and between 2004 and 2007 served as President of the Council on Business Coordination (CCE). Mr. Barraza has a degree in Chemical Engineering with a specialty in Business from the Instituto Tecnológico y de Estudios Superiores de Monterrey (ITESM) and he earned his postgraduate degree in Advanced Administration from the IPADE Business School. In addition, he has an Honorary Doctorate from the Mexican Academy of International Law.


Victor D. Almeida: General Manager of Interceramic

Victor D. Almeida has served as General Manager of Interceramic since 1982. Since 1979, when the Company began operations, he has taken on several roles within Interceramic. In 1982, he was named President and General Director of Grupo Cencor, which manages Mercedes Benz, Honda and Chrysler dealerships in the State of Chihuahua. Mr. Almedia has been President of the Director’s Council for Banamex in the State of Chihuahua since 1991 and of NAFINSA/TEXAS since 2005. Mr. Almeida holds a Bachelor’s degree in Business Administration from the University of Texas in Austin.


Carmina Abad

Carmina Abad has over 30 years of a solid professional background, with a special focus on the financial and insurance industry. From 2010 to 2015 she served as the Chief Executive Officer and President of the Board of MetLife México where she exceeded the company growth above insurance industry levels. She occupied several positions before becoming CEO in the same company such as COO (2009-2010), Vice-president of the Government Business Unit (2002-2009), Institutional Business Head of MetLife Spain (2000-2002), and in the Group and Collective Business Unit, Individual Life and Pension Funds from 1991 until 2000. Ms. Abad holds a Bachelor in Actuarial Sciences from the National Autonomous University of Mexico (UNAM). Additionally, Ms. Abad has several certifications including the Harvard Management Mentor Program, the Enterprise Leadership Program (Harvard Business School), the Executive Education for Women Certification (Smith College), among others.