Corporate
Governance
At Telesites, corporate governance is a fundamental pillar that ensures transparency, integrity, and accountability in all our operations. We have a solid structure that promotes responsible decision-making, regulatory compliance, and the protection of the interests of our shareholders, employees, and other stakeholders.
Board of Directors
The Board of Directors of Telesites is icomposed of six proprietary directors, with no alternates appointed.
In accordance with our bylaws, the Board may be composed of a minimum of five and a maximum of twenty-one proprietary directors, in addition to an equal number of alternates. While directors are not required to be shareholders, internal regulations mandate that the majority of both proprietary and alternate directors must be Mexican nationals, and they must be appointed by shareholders based in Mexico.
Board members are appointed for a one-year term, which, according to the General Law of Commercial Companies, may be extended by up to thirty additional days if their successors have not yet been designated or taken office. In specific cases, the Board itself may appoint provisional directors, subject to ratification or replacement by the Shareholders’ Meeting.
Each year, during the Annual Shareholders’ Meeting, directors are either appointed or re-elected. In compliance with the Securities Market Law, the meeting also assesses the independence of Board members. Our bylaws state that at least 25% of the Board must be composed of independent directors; currently, 50% of the Board meets this criterion, reinforcing our commitment to best practices and corporate transparency. It is also important to note that no familial relationship by blood or marriage exists among board members and executive officers.
Juan Rodríguez Torres
Juan Rodríguez Torres is a civil engineer graduated from the National Autonomous University of Mexico (UNAM) and is 85 years old. He holds several positions in different companies and organizations, including being a member of the board of directors of Grupo Sanborns, S.A.B. de C.V., and Elementia Materiales, S.A.P.I. de C.V., where he is also a member of their audit and corporate practices committees. Additionally, he is a board member of Fortaleza Materiales, S.A.P.I. de C.V.
He is the chairman of the audit and corporate practices committee of Minera Frisco, S.A.B. de C.V., chairman of the corporate practices and audit committee of Fomento de Construcciones y Contratas, S.A., and a member of their committees.
He serves as a board member in Cementos Portland Valderrivas, S.A. and its committees, and is the non-executive chairman of the real estate group REALIA Business, S.A. He also chairs the board of directors of Red Nacional Última Milla S.A.P.I. de C.V. and Red Última Milla del Noroeste, S.A.P.I de C.V., companies related to the Society. Furthermore, he is a board member of Procorp, S.A. de C.V., Sociedad de Inversión de Capitales, and an advisory board member of Grupo Financiero Banamex.
He is the founder of several companies in the real estate and footwear sectors and is currently the Chairman of the Board of Directors, a member of the audit and corporate practices committee, and part of the Society's Executive Committee.
Gerardo Kuri Kaufmann
He holds a degree in industrial engineering from Universidad Anáhuac and is 41 years old. Throughout his career, he has held various positions in companies across different sectors, including Carso Infraestructura y Construcción, Inmuebles Carso, Carso Energy, and Minera Frisco, among others.
He currently serves as a member of the Board of Directors and as Chief Executive Officer of Minera Frisco, S.A.B. de C.V., Sitios Latinoamérica, S.A.B. de C.V., and the Company. He is also a board member of Grupo IDESA, S.A. de C.V., Elementia Materiales, S.A.P.I. de C.V., Realia Business, S.A., and Fomento de Construcciones y Contratas, S.A., where he is also a member of the Executive Committee. At Cementos Portland Valderrivas, S.A., he serves as Managing Director and sits on the Executive, Audit and Control, and Appointments and Remuneration Committees. Additionally, he is the alternate Chairman of the Board of Directors of Fortaleza Materiales, S.A.P.I. de C.V.
Daniel Díaz Díaz
Daniel Díaz Díaz is a civil engineer graduated from the National Autonomous University of Mexico (UNAM) and is 91 years old. Throughout his public sector career, he has held prominent positions such as undersecretary of infrastructure and secretary of communications and transportation. He was also a member of the governing board of the National Autonomous University of Mexico from 1990 to 1997. Additionally, he served as the general director of the Mexican Institute of Transportation and the general director of Caminos y Puentes Federales de Ingresos y Servicios Conexos from 2000 to 2001. Later, from 2003 to 2005, he worked as an advisor on infrastructure projects at the Fundación del Centro Histórico de la Ciudad de México, A.C.
Currently, he is a board member of several companies, including Carso Infraestructura y Construcción, S.A. de C.V., Impulsora del Desarrollo, el Empleo en América Latina, S.A.B. de C.V., Red Nacional Última Milla S.A.P.I. de C.V., and Red Última Milla del Noroeste S.A.P.I de C.V.
Daniel Goñi Díaz
Daniel Goñi Díaz holds a law degree from the National Autonomous University of Mexico (UNAM) and is 73 years old. He is the public notary number 80 in the State of Mexico and has served as secretary, vice-president, and president of the National Red Cross on various occasions. In addition, he has been a citizen commissioner in the Electoral State Commission of the State of Mexico. He is also a board member of Red Nacional Última Milla, S.A.P.I. de C.V. and Red Última Milla del Noroeste, S.A.P.I. de C.V. He is also a member of the Audit and Corporate Practices Committee.
Víctor Adrián Pandal González
Holds a degree in Business Administration from the Universidad Iberoamericana, aged 51. He obtained a master’s degree in business administration from Boston University. From April 2002 to December 2018, he served as the CEO at the Fundación del Centro Histórico de la Ciudad de México, A.C. Currently, he works as an independent consultant and is a founding partner of HAN Capital, an investment fund specializing in real estate.
Luis Ramos Lignan
Luis Ramos Lignan is a civil engineer with a master's degree in hydraulics obtained from the National Autonomous University of Mexico. He is 85 years old. Throughout his career, he has held important positions such as president of the College of Civil Engineers of Mexico, A.C., the National Chamber of Consulting Companies, A.C., the Association of Engineers and Architects of Mexico, A.C., the Mexican Institute of Technical Auditing, A.C., and the Technical Committee of the Trust Fund for the Financing of Infrastructure Project Studies.
Currently, he serves as the President and CEO of Ingeniería y Procesamiento Electrónico, S.A. de C.V.