ES
Message from the Chairman and Chief Executive Officer Downloads Contact

2023
Integrated
Report

01.

About Kuo

02.

Sustainability model

03.

Risk management and monitoring

04.

Corporate Governance and transparency

05.

Employee development

06.

Social management

07.

Customer satisfaction

08.

Sustainable processes and products

09.

Responsible supply chain

10.

Operational efficiency and continuity
Corporate
Gorvernance and
transparency

GRI 2-9, 2-10, 2-11, 2-12, 2-13, 2-16, 2-17, 2-18, 2-19

Our commitment to corporate governance
and transparency is reflected in every aspect
of our operations, strengthening the trust
of all our stakeholders
Gobierno corporativo y transparencia
Gobierno
Corporativo
y Transparencia
Nuestro compromiso con el gobierno corporativo
y la transparencia se refleja en cada aspecto de
nuestras operaciones, fortaleciendo la confianza
de todos nuestros grupos de interés

KUO's Corporate Governance is comprised of various bodies, including the Shareholders' Meeting, the Board of Directors, the Corporate Practices Committee, and the Audit Committee, both Board itself, in addition to the General Management.

The main and highest decision-making body is the Stockholders' Meeting, which has, among other powers, the power to appoint, remove or ratify the members of the Board of Directors, as well as the respective Chairmen of the Corporate Practices and Audit Committees. These appointments are made considering criteria such as professional experience, knowledge of the sector, reputation and, when applicable, their independent status. Likewise, the Assembly has the power to approve the remuneration and evaluate the performance of the Board of Directors and the Committees, ensuring that they are aligned with the established strategic objectives.

BOARD OF DIRECTORS

The Board of Directors is established as the main business and strategy management body. Its current composition consists of 12 members, all male, of whom 2 hold executive positions in the company and 7 are independent. Experience is a distinctive characteristic of the Board members, evidenced by an average length of service on the Board of 24 years. Eight percent are between 30 and 50 years of age, while 92% are over 50 years of age. In addition, it is noteworthy that all members actively participate onboards, committees, or other corporate bodies in other companies, underscoring their broad experience and commitment to corporate governance.

Fernando Senderos Mestre
‍Related Member
Executive President and Chairman of the Board of Directors of KUO and DINE

Javier Arrigunaga Gómez Del Campo Independent Member
‍Chairman of the Board of Directors of Grupo Aeroméxico and Investment Advisor

Arturo Elías Ayub
‍Independent Member
Director of Strategic Alliances and Contents of América Móvil

José Manuel Canal Hernando
‍Independent Member
Corporate Governance Advisor and Commissioner

Federico Fernández Senderos
‍Related Member
Chairman of Grupo Sim and Independent Counselor of Grupo Chedraui

Arturo D’Acosta Ruiz
Related Member
Independent Business Advisor

Carlos Gómez y Gómez
‍Related Member
Chairman of the Board of Directors of Estudia Más

José Manuel del Barrio Molina
‍Independent Member
Integra M&A Automotriz Partner

Víctor Rivero Martín
‍Independent Member
Managing Director of Telehotel

Alejandro de la Barreda Gómez Related Member
Managing Director of KUO and DINE

Ernesto Vega Velasco
‍Independent Member
Business Independent Counselor

Valentín Díez Morodo
Independent Member
President of Grupo Nevadi Internacional

Ramón F. Estrada Rivero
‍Secretary of the Board
Deputy Managing Director / General Counsel of KUO y DINE

Conglomerado Kuo

The Board of Directors plays a key role in the strategic direction of the company, ensuring its sustainable growth and the generation of value for all stakeholders.

Its main responsibilities include formulating corporate strategy and objectives, overseeing management and results, appointing, and evaluating the performance of senior management, as well as overseeing regulatory and ethical compliance. Relevant matters are reported to the Board of Directors at quarterly meetings, accompanied, where appropriate, by reports with the opinions and/or recommendations of the respective Committees.

With the favorable recommendation of the Corporate Practices Committee, the Board approves the compensation of General Management and other key executives, ensuring that it adequately reflects their performance and responsibilities.

The Board of Directors is kept updated on the company's sustainable development through reports presented by Management, which include progress, challenges, and opportunities in sustainability matters, to provide information for better decision making in this area.

CORPORATE PRACTICES COMMITTEE

The Committee meets quarterly, with the possibility of convening additional meetings as needed. Its responsibilities include issuing its opinion and/or recommendations to the Board of Directors for the appointment, removal, and compensation of the Managing Director, as well as the approval of policies for the appointment, performance, and compensation of relevant executives.

In addition, it issues its opinion to the Board of Directors on relevant transactions and related party transactions.

At present, it is comprised of three Independent Counselors:

Valentín Díez Morodo
‍President

Ernesto Vega Velasco
‍Member

Víctor Rivero Martín
‍Member

Ramón F. Estrada Rivero
‍Secretary

AUDIT COMITTEE

The Audit Committee meets quarterly, with an additional meeting in December of each year, focused primarily on the review of the year-end financial statements. It is responsible for establishing, implementing, and evaluating the Company's internal control and internal audit system, as well as supervising the main risks faced by the Company. Its functions include reviewing and proposing for the approval of the Board of Directors the accounting policies and financial statements, verifying the administration and management of the company, and implementing the resolutions adopted by the General Shareholders' Meeting.

The Committee also proposes for approval of the Board of Directors, the hiring of external audit services, discusses the observations and findings detected by the External Auditor in the financial statements and audit, and follows up on the necessary actions for their remediation.

At present, it is formed by three Independent Counselors:

José Manuel del Barrio Molina President

José Manuel Canal Hernando
‍Member

Ernesto Vega Velasco
‍Member

Ramón F. Estrada Rivero
Secretary

MANAGEMENT TEAM

‍Alejandro de la Barreda Gómez, Managing Director, is responsible for conducting, managing, and executing the Company's operations, in accordance with the policies, guidelines and strategy approved by the Board of Directors, with broad powers to act on behalf of the Company, following the terms and conditions established by the Board of Directors and the Company's by laws.

In addition, he must submit to the Board of Directors the business strategies for approval, comply with the resolutions adopted by the Shareholders' Meeting and the Board of Directors, as well as disclose, when appropriate, relevant information to the public, among other responsibilities.
Together with the Managing Director, the Management Team is responsible for managing, conducting, and executing KUO's business.

This team is composed of the following members:

Fernando Senderos Mestre
‍Executive President
and Chairman of the Board of Directors

Alejandro de la Barreda Gómez
‍CEO

Ramón F. Estrada Rivero
‍Deputy Managing Director / General Counsel

Roger Patrón González
‍Deputy Managing Director and Aftermarket Director

Jorge F. Padilla Ezeta
‍CFO

Claudio Ángel Freixes Catalán
‍Pork Meat Director

Héctor Hernández-Pons Torres
Branded Food Director

Felipe de Jesús Varela Hernández
‍Synthetic Rubber Director

Sergio Paredes Castañeda
Polymers Director

Antonio Herrera Rivera
Transmissions Director

Business Ethics and Transparency

GRI 3-3: Business ethics, 2-23, 2-24, 2-25, 2-26, 201-4, 206-1, 415-1
SASB RT-CH530a.1,TR-AP-520a.1


Ethical and transparent management is a fundamental element of KUO's identity, where integrity is manifested in several dimensions.

Values

INTEGRITY

“Conviction to do the right thing.”

We act incongruence between what we think, say, and do. We manage the company's resources responsibly and transparently. We express what we think and believe. We comply with ethical standards, bearing in mind the consequences of our actions.

INSTITUCIONALISM

“We consider the DESC Group's interests to be apriority when making decisions.”

We act in accordance with KUO's mission, vision, and values, adhering to its systems and policies, guiding our actions, tasks, and responsibilities, both inside and outside the company, for the benefit of the organization, its strategy, and its stakeholders.

LEADERSHIP

“We are an example, both in words and actions.”

We are committed to sharing with our employees a clear vision of change, consolidating it with challenging purposes that inspire them to reach higher goals.

TEAMWORK

“Growing together.”

We are committed to collaborative work in order to achieve higher goals. We unite talents and creativity, generating synergies with our skills, competencies, and experience. We understand the needs and interests of others, we promote diversity and the ability to disagree, favoring collaboration.

INNOVATION

“We implement new ideas and improvements.”

We create value by transforming ideas into new processes, products and services that are appreciated by our stakeholders.

First, we are committed to responsible and transparent material management, ensuring that the company's resources are handled with integrity.

This total transparency is reflected in each of our processes and decisions, promoting both internal and external trust. In addition, intellectual honesty is an intrinsic value in our team, where we encourage the commitment to openly express what we think and believe, generating an environment of dialogue and mutual respect. Likewise, our actions are governed by a solid moral basis, which implies respect for ethical standards and consideration of the consequences of our actions in the performance of our duties.

Ethical and transparent commitment is a key element in KUO's continued growth and success. Over time, we have faced challenges and overcome obstacles, leaving a positive footprint on both the company and society. Our performance is based on values such as integrity, institutionalism, leadership, teamwork, and innovation, which guide our actions and decisions with a focus on our mission and vision.

We recognize the importance of respect and responsibility with all our stakeholders, from shareholders and partners, to partners, customers, suppliers, community, and government.

Resirene

At KUO, we value and recognize the importance of promoting a culture rooted in our core principles.

REGULATIONS
‍
KUO has a solid Corporate Governance, as well as an Internal Control system and a Code of Conduct, which should be considered as a reference framework in our actions. This system is integrated by policies, procedures, and guidelines that all our Stakeholders must understand, know, and comply with. We are committed to employing policies and practices that promote responsible business conduct, aligned with current legislation and regulations, thus guaranteeing an ethical and transparent operation in all our activities.

Social Responsibility Policy

Code of conduct

Conflict of Interest Prevention

Unfair competition

Government relations

Feedback and Transparency Mailbox

Anti-Corruption Management

GRI 205-1, 205-2, 205-3

Integrity policy

Regulatory compliance

GRI 3-3: Regulatory compliance, 2-27
SASBFB-MP-140a.3, RT-CH-140a.2

Association to Organizations

GRI 2-28

Throughout our history, KUO has established numerous partnerships with various organizations to keep abreast of trends and changes in the sectors in which we operate and to continue to grow as a company.

CONSUMER SECTOR

CANACINTRA

Transformation Industry National Chamber

CNA

National Agricultural Council

CANAINCA

Canned Food Industry National Chamber

CONMEXICO

Consumer Products Industry National Council

CONCANACO

Commerce, Services and Tourism National Chamber

COPARMEX

Transformation Industry National Chamber

CANAINMA

Timber Industry National Chamber

CECC

Yucatan Climate Change Business Coalition

CHEMICAL SECTOR

AMMAC

Asphalts Mexican Association

ACC

American Chemistry Council

ANIPAC

Plastic Industry National Association

ANIQ-CIPRES

Chemical Industry National Association

AI

Asphalt Institute

CNIH

Rubber Industry National Chamber

IRSG

International Rubber Study Group

USTMA

United States Tire Manufacture Association

AUTOMOTIVE SECTOR

CANACINTRA

Transformation Industry National Chamber

COPARMEX

Mexican Republic Employers' Confederation

AERI

Industrial Relations Executives Association

CCMX

Mexican Center for Competitiveness

ARRA

Automotive Rectifiers and Rebuilders Association

ARIDRA

Aftermarketand Accessories Importers and Distributors Representatives Association

SEMA

Specialty Equipment Market Association

MEMA

Motor & Equipment Manufacturers Association

SAE

Society of Automotive Engineers