Our governing bodies

BOARD OF DIRECTORS

The Board of Directors sets the Company’s strategic direction and ensures its implementation.

He has the broadest powers to act on behalf of the Company in all circumstances, within the limits of the Company’s corporate purpose and in accordance with the prerogatives expressly granted to shareholders’ meetings by law and the Articles of Incorporation.

ADVISORY COMMITTEE

The Advisory Committee is a body established to prepare for meetings of the Board of Directors. Its primary role is to draft resolutions and recommendations for submission to the Board of Directors for approval.

In general, the Audit Committee assists in preparing the agenda for Board of Directors meetings and reviews all matters submitted to it. It pays particular attention to issues related to the budget, financial statements, and strategic or extraordinary investments.

TECHNICAL COMMITTEE

The CBG Technical Committee (TC) is responsible for reviewing all matters related to operations—including exploration, drilling, mining, rail transport, mill processing, and shipping—as well as the Company’s facilities, including industrial infrastructure, power generation, and employee amenities (towns, clinics, hospitals, etc.).

In this capacity, the CT helps ensure operational performance, the reliability of facilities, and the ongoing optimization of CBG’s operations.

AUDIT COMMITTEE

The Audit Committee assists the Advisory Committee and the Board of Directors in their oversight and monitoring responsibilities. It helps to enhance the transparency and reliability of the Company’s governance.

In this capacity, he ensures the quality and integrity of the financial statements, compliance with legal and regulatory requirements, and the proper implementation of the Code of Conduct. He also evaluates the performance of the external auditors and the internal audit function, and monitors the risk management framework.

Through its work, the Audit Committee ensures a rigorous control framework and contributes to the Company’s good governance.

COMMITTEE ON ECOLOGICAL AND SOCIAL SUSTAINABILITY

The CDDES is an advisory body that assists the Board of Directors and the Advisory Committee in integrating environmental and social issues into the Company’s operations.

His primary responsibility is to advise the Company on compliance with environmental and social standards, risk management, and the continuous improvement of sustainability practices.

It also ensures the quality of stakeholder engagement, the follow-up on complaints and grievances, and the transparency of responses to environmental and social concerns.

The CDDES also helps build internal capacity in the area of sustainability and makes recommendations aimed at improving the Company’s ESG performance and reputation.