Governance

It is ultimately responsible for approving, overseeing and regularly assessing the definition, development and implementation of the sustainability strategy, as well as approving and supervising the general sustainability policies.

The Board of Directors has incorporated sustainability as one of the Group's strategic priorities and has approved a series of sustainability policies that define and establish the general principles, as well as the control and management guidelines and objectives that the Group has to follow in terms of sustainability.

In relation to the sustainability strategy, the Board led, reviewed and approved in December 2021 the Sustainable Banking Plan 2022-2024, which has ended. On October 2024, the Board approved a new Sustainability Plan for the period 2025-2027.

In addition, as the maximum authority for overseeing the impacts, risks and opportunities (IRO's) in relation to sustainability.

About the Board of Directors

Go to the Regulation of the Board of Directors

Appointments and Sustainability Committee

This body is responsible for supervising the entity's performance in the area of sustainability* and for reviewing and proposing to the Board the approval of policies, declarations and standards that develop its sustainability strategy.

*The sustainability area oversees environmental, social and governance aspects such as sustainable business, environmental management, sustainability and climate risks, financial inclusion, stakeholder dialogue and others.

Risk Committee

Proposes the Group's risk policy to the Board, including issues relating to ESG (Environmental, Social and Corporate Governance).

Audit and Control Committe

It ratifies the effectiveness of internal control systems and oversees the integrity of non-financial information.

Remuneration Committee

Submit to the Board the proposal of setting the variable remuneration linked to ESG factors (10%), among others.

Other committees of the Board of Directors

The Sustainability Department

Its functions include coordinating the definition, updating and monitoring of the Group's sustainability strategy, as well as updating CaixaBank's Sustainability Action Principles, which are applicable to all employees, executives and members of the governing bodies, ensuring transparency, independence and good governance of the entity and safeguarding the interests of people and our territory. Eugenio Solla, director of Sustainability and member of the Management Committee, is responsible for overseeing matters related to climate change.

Sustainability Committee

It meets monthly and is made up of managers from different areas of the bank: Sustainability; General Business Division; CIB and International Banking; Compliance and Control; General Risks Division; Communication and Institutional Relations; Finance; Accounting, Management Control and Capital; General Secretariat; Resources; Human Resources; Internal Audit; CaixaBank Asset Management; VidaCaixa; BPI and ImaginTech.

Functions and objectives

• Supervise the bank's sustainability strategy, monitor the projects and initiatives, and assess their degree of compliance.
• Foster the inclusion of sustainability criteria in the bank's business management.
• Be aware of and analyse the regulatory requirements, trends and best practices in the sector with regard to sustainability.
• Review and approve the information about sustainability to be disclosed to the market.
• Report the agreements reached to the Management Committee.
• Escalate to the Global Risk Committee all matters related to the policies for sustainability risk management, the reporting and monitoring of Risk Appetite Framework (RAF) metrics and the regular information about sustainability risks.
• Validate the fairness of the non-financial indicators in relation to the Environmental, Social and Governance (ESG) criteria.
• Sanction any exceptions covered by the Corporate Policy in relation to the Defence sector.

Global Risk Committee

Among its functions, it is responsible for globally managing, controlling, and monitoring, among other things, ESG risks, as well as identifying, measuring, evaluating, managing, mitigating, and properly reporting the exposures identified as relevant for ESG risks.

Management Committee

It is the highest governing body, meeting weekly to make decisions related to the development of the Annual Strategic and Operational Plan, as well as those affecting the organizational life of the Company. Its main function is to develop the key action lines in the area of sustainability.

Additionally, the Group has various specialized Committees, mostly reporting to the Management Committee, which control, supervise, and manage the impacts, risks, and opportunities (IROs) integrated within their respective responsibilities.