Report No. 18_Appointment of the Company’s Supervisory Board for the 9th term
The Management Board of Mostostal Warszawa S.A. informs that on 13 June 2016, the Extraordinary General Shareholders’ Meeting appointed the following persons to the Supervisory Board of the Company for the 9th term:
1. Neil Roxbourgh Balfour
2. Francisco Adalberto Claudio Vazquez
3. Raimundo Fernandez - Cuesta Laborde
4. Ernest Podgórski
5. Jose Manuel Terceiro Mateos
6. Arturo Cortes de la Cruz
None of the appointed members of the Supervisory Board holds a position specified in Art. 1 and Art. 2 of the Act on the Restrictions in Conduct of Business Activity by Persons Holding Public Functions (Journal of Laws [Dz.U.] of 2006, No. 216, item 1584 as amended).
According to the submitted declarations, there is no conflict of interest related to the holding of the position of a member of the Supervisory Board of the Company. The appointed persons do not conduct competitive activity in relation to the Company and do not perform any activities in companies pursuing competitive activity as members of bodies of joint stock companies or partners of civil partnerships or partnerships and they do not participate in the functioning of another competitive legal person as members of its authorities.
In line with the terms specified in Art. 18 of the Act of 15 September 2000 on the Code of Commercial Companies (Journal of Laws [Dz.U.] of 2000, No. 94, item 1037 as amended), (hereinafter referred to as the “CCC”), in reference to candidates for members of the Company’s Supervisory Board, such persons possess full capacity for legal activities and none of them were sentenced with a valid court decision for offences specified in Chapters XXXIII – XXXVII of the Act of 6 June 1997 on Penal Code (Journal of Laws [Dz.U.] of 1997, No. 88, item 553, as amended) and in Art. 585, Art. 587, Art. 590 and Art. 591 of the CCC; none of the appointed members of the Supervisory Board is entered in the Register of Insolvent Debtors maintained pursuant to the Act of 20 August 1997 on the National Court Register (uniform text – Journal of Laws [Dz.U.] of 2007, No. 168, item 1186 as amended).
Bios of appointed members of the Supervisory Board
- Neil Roxbourgh Balfour graduated from Ampleforth College and received a master’s degree in law and the attorney’s title in Oxford (Middle Temple). Between 1979 and 1984, he was a member of the European Parliament. Between 1969 and 1983, he worked in the merchant banking sector (Baring Brothers and the European Banking Company).
Between 1984 and 1989, he held the position of the President and Director General of York Trust. Between 1987 and 1991, he was the Chairman of the Fund of Trustees of the Ripon Cathedral. In 1991, he managed the buyout of York Trust after its reverse take-over in 1989 by Babcock [&] Brown (UK). Between 1994 and 1995, Neil Balfour established KP Konsorcjum (KPK), as part of a joint venture with City Bank Handlowy, Paine Webber and KPMG. In 1999, Neil Balfour introduced Acciona to Poland. Between 2001 and 2002, he held the position of President and Executive Director of Acciona subsidiary, Mostostal Warszawa S.A. In 2005, Neil Balfour established a private investment company, Augusta I Ltd., involved in investments in Polish office and residential real properties and a developer company (Mermaid Properties). In 2007, Neil Balfour became President of Landkom International Plc, the first Ukrainian company listed on the AIM (Alternative Investment Market) of the London Stock Exchange. Neil Balfour was a member of the budget and economic commission and the Monetary Commission of the European Parliament, a member of the Management Board of the largest merchant bank concerns in Europe; he established one of the first private companies for property management in Central and Eastern Europe, along with one of the best developer companies in Poland. Balfour possesses extensive experience in management, having held the position of president or member of the board in many companies listed on the stock exchange in Great Britain and in Poland, along with a number of international capital funds.
Former member of the Supervisory Board of Mostostal Warszawa S.A. (8th term).
2. Francisco Adalberto Claudio Vazquez in 1986 received a master’s diploma in road, channel and harbour engineering at the Technical University of Madrid. Having acquired twenty years of experience in the construction industry in a number of Spanish and international infrastructural and construction companies, he started working for Acciona S.A. in 2006.
Francisco Adalberto Claudio Vazquez has been managing the company’s activities in the area of international infrastructural investments and concessions in 30 countries on five continents, holding the position of the Global Managing Director for Infrastructure. He is also a member of the Managing Committees of Acciona Infrastructure and Acciona Concessions.
Francisco Adalberto Claudio Vazquez is a member of the Supervisory Board of Northern Link Project, a joint project related to the construction of a tunnel and a road in Brisbane, Australia, with a value exceeding AUD 1.5 billion, as well as a member of the management Board of IRASA.
Former member of the Supervisory Board of Mostostal Warszawa S.A. (8th term).
3. Raimundo Fernandez-Cuesta has a diploma in economics from Universidad Carlos III de Madrid and a B.A. degree in financial economy from Birkbeck College, University of London.
He started his career in investment banking in 1998, in UBS in London, where he worked in teams dealing with mergers and take-overs and corporate finances of European municipal companies. In 2001, he was transferred to a research team for municipal capital companies in UBS, and was initially involved in research on Spanish municipal companies. In 2005, Fernandez-Cuesta was transferred from UBS to Credit Suisse, where he was involved in the issues of Spanish municipal companies and wind energy, playing an active role in the take-over of Endesa, as well as preparing a number of public offers, including stock exchange debut of Iberdrola Renovables. In 2009, he started working for Nomura, where he joined the team of analysts dealing with renewable energy. In September 2011, he left investment banking and became Fusion and Take-Over Director in ACCIONA S.A.
Former member of the Supervisory Board of Mostostal Warszawa S.A. (8th term).
4. Ernest Podgórski, Ph.D., is a graduate of the Faculty of Economy and Faculty of Management at the University of Gdańsk, where he received a Ph.D. title in Management Science. E. Podgórski holds the function of the president of management board of Zespół Biegłych Rewidentów Saldo-Kredyt sp. z o.o. On every day basis, E. Podgórski manages audits of financial statements of companies and audits of projects co-financed from European Union Funds. In the current term of the National Chamber of Statutory Auditors (2015-2019), he is a member of the National Council of Statutory Auditors. For 10 years, he has been the member of the Accounting Standards Committee by the Minister of Finance, nominated by the National Council of Statutory Auditors. He is the author of a number of publications devoted to accounting and commentaries on the amendments of the accounting law and tax law. E. Podgórski is an employee of the Sopot Higher School. He gives lectures on accounting and financial audit at universities and in numerous training institutions. He also conducts mandatory training for statutory auditors in the area of national financial reporting standards, international accounting standards, international financial reporting standards and international financial accounting standards.
5. Jose Manuel Terceiro Mateos received the Diploma in Management and Economy at the Alcala de Henares University in Spain in 1991; in 2009, he got the MBA title at the Escuela de Organización Industrial.
Between 1993 and 1997, Mateos worked as Internal Auditor in Cubiertas y MZOV. Between 1997 and 2002, he worked as Director of the Accounting Division in Necso Entrecanales Cubiertas. Between 2002 and 2008, Mateos held the function of Financial Control Director in Acciona Infraestructuras S.A. Since 2008 to date, Mateos has been holding the position of Director General of the Financial Division in Acciona Infraestructuras S.A.
A former member of the Supervisory Board of Mostostal Warszawa S.A. (8th term).
6. Arturo Cortes de la Cruz
Born in Madrid on 20.05.1964.
Graduate of the Faculty of Law at the Universidad Autónoma de Madrid.
Attorney; held various public positions in the state jurisdiction and administration, along with the function of the Secretary General and Management Board in MERCA SA, a state company from the SEPI group, before transferring to the private sector in 2004 as the Legal Director in Begar Group; subsequently, he worked for Aguas de Barcelona (Agbar) as the Legal Director for Concessions. Since February 2015, Legal Director in Acciona Infraestructuras S.A.
The Management Board of Mostostal Warszawa S.A. informs that on 13 June 2016, the Extraordinary General Shareholders’ Meeting appointed the following persons to the Supervisory Board of the Company for the 9th term:
1. Neil Roxbourgh Balfour
2. Francisco Adalberto Claudio Vazquez
3. Raimundo Fernandez - Cuesta Laborde
4. Ernest Podgórski
5. Jose Manuel Terceiro Mateos
6. Arturo Cortes de la Cruz
None of the appointed members of the Supervisory Board holds a position specified in Art. 1 and Art. 2 of the Act on the Restrictions in Conduct of Business Activity by Persons Holding Public Functions (Journal of Laws [Dz.U.] of 2006, No. 216, item 1584 as amended).
According to the submitted declarations, there is no conflict of interest related to the holding of the position of a member of the Supervisory Board of the Company. The appointed persons do not conduct competitive activity in relation to the Company and do not perform any activities in companies pursuing competitive activity as members of bodies of joint stock companies or partners of civil partnerships or partnerships and they do not participate in the functioning of another competitive legal person as members of its authorities.
In line with the terms specified in Art. 18 of the Act of 15 September 2000 on the Code of Commercial Companies (Journal of Laws [Dz.U.] of 2000, No. 94, item 1037 as amended), (hereinafter referred to as the “CCC”), in reference to candidates for members of the Company’s Supervisory Board, such persons possess full capacity for legal activities and none of them were sentenced with a valid court decision for offences specified in Chapters XXXIII – XXXVII of the Act of 6 June 1997 on Penal Code (Journal of Laws [Dz.U.] of 1997, No. 88, item 553, as amended) and in Art. 585, Art. 587, Art. 590 and Art. 591 of the CCC; none of the appointed members of the Supervisory Board is entered in the Register of Insolvent Debtors maintained pursuant to the Act of 20 August 1997 on the National Court Register (uniform text – Journal of Laws [Dz.U.] of 2007, No. 168, item 1186 as amended).
Bios of appointed members of the Supervisory Board
- Neil Roxbourgh Balfour graduated from Ampleforth College and received a master’s degree in law and the attorney’s title in Oxford (Middle Temple). Between 1979 and 1984, he was a member of the European Parliament. Between 1969 and 1983, he worked in the merchant banking sector (Baring Brothers and the European Banking Company).
Between 1984 and 1989, he held the position of the President and Director General of York Trust. Between 1987 and 1991, he was the Chairman of the Fund of Trustees of the Ripon Cathedral. In 1991, he managed the buyout of York Trust after its reverse take-over in 1989 by Babcock [&] Brown (UK). Between 1994 and 1995, Neil Balfour established KP Konsorcjum (KPK), as part of a joint venture with City Bank Handlowy, Paine Webber and KPMG. In 1999, Neil Balfour introduced Acciona to Poland. Between 2001 and 2002, he held the position of President and Executive Director of Acciona subsidiary, Mostostal Warszawa S.A. In 2005, Neil Balfour established a private investment company, Augusta I Ltd., involved in investments in Polish office and residential real properties and a developer company (Mermaid Properties). In 2007, Neil Balfour became President of Landkom International Plc, the first Ukrainian company listed on the AIM (Alternative Investment Market) of the London Stock Exchange. Neil Balfour was a member of the budget and economic commission and the Monetary Commission of the European Parliament, a member of the Management Board of the largest merchant bank concerns in Europe; he established one of the first private companies for property management in Central and Eastern Europe, along with one of the best developer companies in Poland. Balfour possesses extensive experience in management, having held the position of president or member of the board in many companies listed on the stock exchange in Great Britain and in Poland, along with a number of international capital funds.
Former member of the Supervisory Board of Mostostal Warszawa S.A. (8th term).
2. Francisco Adalberto Claudio Vazquez in 1986 received a master’s diploma in road, channel and harbour engineering at the Technical University of Madrid. Having acquired twenty years of experience in the construction industry in a number of Spanish and international infrastructural and construction companies, he started working for Acciona S.A. in 2006.
Francisco Adalberto Claudio Vazquez has been managing the company’s activities in the area of international infrastructural investments and concessions in 30 countries on five continents, holding the position of the Global Managing Director for Infrastructure. He is also a member of the Managing Committees of Acciona Infrastructure and Acciona Concessions.
Francisco Adalberto Claudio Vazquez is a member of the Supervisory Board of Northern Link Project, a joint project related to the construction of a tunnel and a road in Brisbane, Australia, with a value exceeding AUD 1.5 billion, as well as a member of the management Board of IRASA.
Former member of the Supervisory Board of Mostostal Warszawa S.A. (8th term).
3. Raimundo Fernandez-Cuesta has a diploma in economics from Universidad Carlos III de Madrid and a B.A. degree in financial economy from Birkbeck College, University of London.
He started his career in investment banking in 1998, in UBS in London, where he worked in teams dealing with mergers and take-overs and corporate finances of European municipal companies. In 2001, he was transferred to a research team for municipal capital companies in UBS, and was initially involved in research on Spanish municipal companies. In 2005, Fernandez-Cuesta was transferred from UBS to Credit Suisse, where he was involved in the issues of Spanish municipal companies and wind energy, playing an active role in the take-over of Endesa, as well as preparing a number of public offers, including stock exchange debut of Iberdrola Renovables. In 2009, he started working for Nomura, where he joined the team of analysts dealing with renewable energy. In September 2011, he left investment banking and became Fusion and Take-Over Director in ACCIONA S.A.
Former member of the Supervisory Board of Mostostal Warszawa S.A. (8th term).
4. Ernest Podgórski, Ph.D., is a graduate of the Faculty of Economy and Faculty of Management at the University of Gdańsk, where he received a Ph.D. title in Management Science. E. Podgórski holds the function of the president of management board of Zespół Biegłych Rewidentów Saldo-Kredyt sp. z o.o. On every day basis, E. Podgórski manages audits of financial statements of companies and audits of projects co-financed from European Union Funds. In the current term of the National Chamber of Statutory Auditors (2015-2019), he is a member of the National Council of Statutory Auditors. For 10 years, he has been the member of the Accounting Standards Committee by the Minister of Finance, nominated by the National Council of Statutory Auditors. He is the author of a number of publications devoted to accounting and commentaries on the amendments of the accounting law and tax law. E. Podgórski is an employee of the Sopot Higher School. He gives lectures on accounting and financial audit at universities and in numerous training institutions. He also conducts mandatory training for statutory auditors in the area of national financial reporting standards, international accounting standards, international financial reporting standards and international financial accounting standards.
5. Jose Manuel Terceiro Mateos received the Diploma in Management and Economy at the Alcala de Henares University in Spain in 1991; in 2009, he got the MBA title at the Escuela de Organización Industrial.
Between 1993 and 1997, Mateos worked as Internal Auditor in Cubiertas y MZOV. Between 1997 and 2002, he worked as Director of the Accounting Division in Necso Entrecanales Cubiertas. Between 2002 and 2008, Mateos held the function of Financial Control Director in Acciona Infraestructuras S.A. Since 2008 to date, Mateos has been holding the position of Director General of the Financial Division in Acciona Infraestructuras S.A.
A former member of the Supervisory Board of Mostostal Warszawa S.A. (8th term).
6. Arturo Cortes de la Cruz
Born in Madrid on 20.05.1964.
Graduate of the Faculty of Law at the Universidad Autónoma de Madrid.
Attorney; held various public positions in the state jurisdiction and administration, along with the function of the Secretary General and Management Board in MERCA SA, a state company from the SEPI group, before transferring to the private sector in 2004 as the Legal Director in Begar Group; subsequently, he worked for Aguas de Barcelona (Agbar) as the Legal Director for Concessions. Since February 2015, Legal Director in Acciona Infraestructuras S.A.