02/23/2021 | Press release | Distributed by Public on 02/23/2021 13:18
The Board of Directors of PRISA has today approved a number of changes aimed at furthering the transformation of the Group. Joseph Oughourlian was named Non-Executive Chairperson, following a proposal and prior report from the Appointments, Remuneration and Corporate Governance Committee (CNRGC). Oughourlian had been Deputy Chairperson since April 2019. His promotion to Chairperson has been carried out within the framework of the Succession Plan launched by the Board of Directors after the resignation, last December, of the previous Chairperson of the Board.
After taking into account Oughourlian's position as proprietary director, the Board approved the appointment of the independent director Rosauro Varo as Deputy Chairperson and it voted to keep Béatrice de Clermont-Tonnerre as coordinating director and chair of the Appointments, Remuneration and Corporate Governance Committee.
Meanwhile, the independent director Javier de Jaime has announced his resignation from the Board and, consequently, as a member of the Executive Committee, via a letter dated today, February 23, 2021. His current professional commitments will make it difficult for him to meet his responsibilities as a company director and member of the Executive Committee of PRISA, with the dedication and diligence required. The Board of Directors thanked Javier de Jaime for his dedication, contribution and professionalism during his tenure.
The Board has also agreed to appoint, by co-option, Pepita Marín Rey-Stolle as independent director to fill the vacancy left by Javier de Jaime. Pepita Marín's professional background and experience meet the skills profile set out by the CNRGC. This includes a number of professional and personal skills required by the Board of Directors, including, notably, experience in E-commerce and digitization, auditing and entrepreneurship. It is also Board policy to hand over the reins to a younger generation. Likewise, this appointment is in line with recommendations of good corporate governance to boost the presence of women on the Board of Directors.
The new Non-Executive Chairperson of PRISA, Joseph Oughourlian, said that 'with these changes to the Board of Directors we seek to initiate a stage of transformation and generational change within the Board itself and the organization. The profiles incorporated into these positions on the Board will allow us to further, together with the CEO of the Group, Manuel Mirat, the company's roadmap', he said.
The Board also agreed to a reorganization of Board committees, which are now as follows. The Executive Committee will be composed of Joseph Oughourlian, as chair, Manuel Mirat, Béatrice de Clermont-Tonnerre, Manuel Polanco, Javier Santiso and Rosauro Varo.
The Audit, Risks and Compliance Committee will continue to be chaired by Dominique D'Hinnin and will have as members Amber Capital UK (represented by Fernando Martínez), María Teresa Ballester and Pepita Marín Rey-Stolle.
The Appointments, Remuneration and Corporate Governance Committee will be chaired by Béatrice de Clermont-Tonnerre and will have Javier Santiso, Dominique D'Hinnin and Rosauro Varo as members. The secretary of the committees is Xavier Pujol, secretary of the Board of Directors of PRISA.
Joseph Oughourlian graduated from the HEC Business School and from IEP (Sciences Po.), both in Paris, and earned his MSc in Economics from the Sorbonne. He began his career at Société Général in Paris in 1994 and moved to New York in 1996. In 2001 he created Amber Fund and in 2005 he founded Amber Capital. Oughourlian joined PRISA's board of directors in December 2015 and was appointed Deputy Chairperson in April 2019. Since the Board meeting of December 18, he had been serving as acting chairperson of the Group.
Rosauro Varo has a degree in Law from the University of Seville. He started his career as an entrepreneur more than 20 years ago with a range of business ventures. He now oversees his range of business initiatives through GAT Inversiones, of which he is Chair. He is also currently a member of the board of directors of the business association Círculo de Empresarios del Sur de España (CESUR). He has been a director of PRISA since last December.
Varo was previously Deputy Chairperson of the telecommunications company PepePhone and a member of various Boards of Directors, including El León de El Español Publicaciones, S.A., the publishing company behind the digital newspaper El Español and the business and finance portal Invertia. She teaches on the Master in Finance and Banking program at the Pablo Olavide University of Seville and the Senior Management Program of Leading Companies and Institutions of the San Telmo Business School, where she lectures on subjects such as business mergers and acquisitions as well as the digital economy.
Varo channels his social commitments through the ALALÁ Foundation, which sets the standard for the development of social integration projects for disadvantaged groups in southern Spain.
Béatrice de Clermont-Tonnerre, a director of PRISA since June 2019, is a member of the executive committee of the artificial intelligence company Kayrros, focused on energy markets. Until September 2019 she was Director for AI Partnerships at Google. At the Artificial Intelligence Research Center in Paris she was in charge of machine learning solutions for large clients. From 2013 to 2018 she was Google's Director of Monetization for Southern Europe, covering France, Spain and Italy. She previously was Vice President of Development at Lagardere,overseeing mergers and acquisitions in the pay TV, book and magazine publishing, sports rights and digital media sectors. From 2001-2005 she worked at Grupo Canal Plus as Director of Interactive Television and Co-Director of Programming.
After working as a radio journalist for two years, she started her career in the business world as a strategy analyst at MATRA, working in the space and defense industries. From 1995 to 1999, she was a junior member of the team that led the creation of the EADS group (now Airbus Group). Béatrice de Clermont Tonnerre graduated in Political Science and Economics from the IEP in Paris and holds an MBA from the École Supérieure des Sciences Economiques et Commerciales.
Pepita Marín Rey-Stolle is one of the most prominent figures in the world of Spanish entrepreneurship. She has a solid background in international management and business finance and a double Spanish-French international business degree from ICADE and Reims Management School.
After working as a consultant at Oliver Wyman and as an auditor at PwC, she founded and is now CEO of We Are Knitters, the world's leading digital brand in the hobby sector. Ten years after its founding, the company has a turnover of 20 million euros selling knitting kits and wool online, 95% outside of Spain. From an initial investment of just 13,00 euros, the company has grown to a team of 32 people, thanks to digitization. We Are Knitters is an example of digitization in a purely analog and traditional market that has built up a community of more than a million people worldwide.
Pepita Marín was honored in 2020 with the Princess of Girona Business Award for 'knowing how to unite tradition and modernity, turning the age-old tradition of knitting into a modern hobby'. Since 2019, Pepita has been an Endeavor Spain Entrepreneur along with other prominent entrepreneurs such as Juan de Antonio from Cabify, Verónica Pascual from Asti and Óscar Pierre from Glovo.