Sustainability management and governance system

In 2020 we created a Sustainability and Corporate Governance Committee consisting of a minimum of three and a maximum of six members from the Board of Directors. All members should be non-executive directors and a majority of them should be independent. The Chairman is appointed by the Board of Directors from amongst the independent directors sitting on the Committee.

The Sustainability and Corporate Governance Committee meets whenever it is called by the Chairman, when so decided by a majority of the members or at the request of the Board of Directors.

Board of Directors

The Board of Directors assigns the Sustainability and Corporate Governance Committee to undertake the following responsibilities:

• Reporting on proposals to modify the purpose, vision and values of the company and ensuring that corporate culture is in line with these.
• Periodically reviewing the Company's sustainability and environmental policies.
• Supervising the Sustainability Plan or sustainability strategy and periodically evaluating the degree of compliance with the defined objectives
• Receiving information on the incorporation and position of the Endesa Group in the most recognised international sustainability indices.
• Reviewing and monitoring policies with regard to diversity and integration, equal opportunities and conciliation, ethics and conduct.
• It monitors the Endesa Group's strategy for social action and its sponsorship and patronage plans, as well as the activities undertaken by the Endesa Foundation.
• It verifies that the non-financial statement is in accordance with the Endesa Group's Sustainability Plan.
• It reports on and supervises compliance with the Company's and the Group's Corporate Governance Policy and any modifications made, as well as the rest of the Company's internal corporate policies and regulations included in the corporate governance system, except in matters that are the responsibility of other Committees.
• It supervises compliance with the company's corporate governance regulations, where these fall within its responsibilities, and periodically evaluates the suitability of the corporate governance system, in order to fulfil its mission of promoting social interest, taking into account, where appropriate, the legitimate interests of the other stakeholders.
• It issues a report on the content of the Annual Corporate Governance Report before it is approved by the Board of Directors.
• It assesses compliance with the good governance recommendations applicable to the Company, as well as decisions that may have an impact on their monitoring.
• It supervises the strategy for communications and relationships with shareholders and investors (including small and medium-sized shareholders) and stakeholders, in accordance with the Communication and Contacts Policy with shareholders, institutional investors and voting advisors.

Audit and Compliance Committee

• It supervises the process involving the preparation and presentation of mandatory financial and non-financial information and submits recommendations or proposals to the management body with the aim of safeguarding its integrity.
• With regard to the Company's Code of Ethics, it informs the Board of Directors of any proposals for modification and supervises their compliance.

Executive Management Committee

It consists of the CEO and the Managing Directors and is the executive body responsible for developing and implementing our sustainability strategy and ensuring the integration of social, environmental and ethical aspects in the decision-making processes undertaken at the highest level.

For us, sustainability management is a transversal issue involving the whole company and in order to extend the sustainability strategy and incorporate any distinctive local features in areas where we are present, there are 7 territorial sustainability committees, chaired by the highest representative of the company in the territory. Its main functions are to promote and complement the lines of action established in our sustainability plan, providing a better adjustment of our performance and transferring our objectives and commitments to the local reality.

General Directorate for Sustainability

It assumes the functions of coordination and promotion of our sustainability strategy.