Sol Meliá enhances its corporate governance
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Sol Meliá enhances its corporate governance
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Category: Worldwide - Careers
- Appointments
This is a press release selected by our editorial committee and published online for free on 2009-04-03
• The Company delineates its executive and non-executive functions to allow greater internal and external focus by the current Co-Vice Chairmen and Chief Executive Officers, Gabriel and Sebastián Escarrer Jaume .
• On the retirement of the Chairman and founder, the leading Spanish hotel chain will be led by a non-executive Chairman and a single Vice Chairman and Chief Executive Officer.
• The Board of Directors of the Spanish hotel company is strengthened by the incorporation of two new Directors, Amparo Moraleda and Juan Arena.
On 31 March the Sol Meliá Board of Directors approved a modification to the dual leadership of the company defined almost two years ago when the Chairman of the company, Gabriel Escarrer Juliá, announced the beginning of a process of succession in the hotel company he founded fifty-three years earlier.
During this period of Co-Vice Chairmanship, Gabriel and Sebastián Escarrer Jaume have led an intense reorganisation and strategic reorientation of Sol Meliá, performing both executive and non-executive roles. This process has led to the development of a new organisational and business model strongly focused on future growth, and also the enhancement of the company’s human capital and brand equity.
Maturity and New challenges
According to the Co-Vice Chairmen of Sol Meliá, the leadership model defined in 2007 is now sufficiently mature and prepared to continue its development towards the model desired for the future, a model prepared to immediately face the challenges of the current environment and successfully pursue company strategy.
Sol Meliá has thus decided to carry out changes in two areas. On an internal level, company management in the current economic crisis requires maximum flexibility and precision in decision-making and a clear focus on daily management. On an external level, the role that Sol Meliá expects to play in the national and international travel industry and the need to enhance its corporate reputation in line with the dimension of the company require a greater presence and influence in all areas and before all of our stakeholders.
A model for both the present and the future
Gabriel Escarrer Jaume will thus retain his role as Vice Chairman and Chief Executive Officer, while Sebastián Escarrer Jaume will remain as Vice Chairman, renouncing his position as Chief Executive Officer in order to become non-Executive Chairman as soon as the Chairman, Gabriel Escarrer Juliá, decides to relinquish his current functions.
The position of non-Executive Chairman is key in numerous Spanish and American companies, in line with the recommendations of Corporate Governance Codes of Conduct, and establishes a differentiation between the management and leadership of the company (responsibility of the Chief Executive Officer) and the roles of supervision and leadership of the Board – thus also enhancing their independence .
The new model guarantees greater effectiveness both in executive decision-making and in the projection, positioning and influence of Sol Meliá, and is defined by the Chairman and founder, Gabriel Escarrer Juliá, as “a very satisfactory and beneficial step in the direction towards enhancing the leadership of Sol Meliá.”
Good Corporate Governance and strengthening of the Board
The Company has also made progress in the strengthening of the professionalism and breadth of experience of its Board of Directors. With the recent incorporation of Amparo Moraleda in February and Juan Arena (*) on 31 March, six of the twelve Directors are now independent, all of them leading figures in the fields of economics, law, thought and technology (**).
Therefore, as the result of a decision which seeks to enhance the company both externally and internally, and in keeping with the recommendations of good corporate governance to not delegate both executive and non-executive functions to only one person, the roles of the two Vice Chairmen are to separated and clearly defined.
We thus continue to be led by a complementary co-leadership team formed by the current Vice Chairmen, but now with the functions –from hereon in completely different in their nature and focused on internal and external progress– to be developed by Gabriel and Sebastián Escarrer, respectively.
The Chairman, Board of Directors and Co-Vice Chairmen of Sol Meliá are in full agreement with respect to the way to structure leadership so that both roles are enhanced and increase their efficiency both internally – in the management and leadership of the company - , and externally – in regard to its national and international positioning, its influence and reputation.
(*) C.V. of Juan Arena:
The new independent Director of the Sol Meliá Board of Directors, Juan Arena, is a Doctor of Engineering at ICAI, and Bachelor of Business Administration at ICADE, and also boasts qualifications in Tax Research and Evolutionary Infant Psychology, in addition to his role as Professor of Cultural Anthropology at the American Institute. He has held several senior management positions in the banking industry with Bankinter, holding the Chairmanship of the company from 2002 to 2007.
He is currently a Director and member of the Audit Committee of Ferrovial, Director and Chairman of the Audit Committee of Laboratorios Almirall, member of the Board of Directors and of the Audit and Appointments Committee of Dinamia, and member of the Board of Directors and Chairman of the Appointments and Remuneration Committee of Everis. He is also Chairman of the Advisory Board of Unience. He was recently named Chairman of the Business and Society Foundation and Professor at Harvard Business School.
Holder of the Grand Cross of the Order of Civil Merit, Juan Arena is also a member of the Advisory Board of Spencer Stuart, member of the Board of Mentors of CMi, Chairman of the Professional Advisory Board of ESADE, and member of the European Advisory Board of Harvard Business School y and the Board of Directors of Deusto Business School.
(**) Independent Directors on the Sol Meliá Board of Directors:
• Alfredo Pastor (Economics, Education and ex Secretary of State)
• Emilio Cuatrecasas (Law, Consultancy and Corporate Chairmanship)
• Eduardo Punset (Science and ex-Minister)
• Jose María Lafuente (Ex –Senator and Lawyer)
• Amparo Moraleda (Management and technology, Ex-Chairman and Chief Executive of multinational corporations)
• Juan Arena (Finance, Technology, Education and Ex-Chairmen of financial Institutions).
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