Audit Committee

Our audit committee consists of Mario Eduardo Vázquez, Michael Doyle and Martin Rastellino, with Mr. Vázquez serving as chair. Messrs. Vázquez, Doyle and Rastellino satisfy the independence requirements of Rule 10A-3 under the Exchange Act. Our board of directors also has determined that Messrs. Vázquez, Doyle and Rastellino qualify as audit committee financial experts within the meaning of the SEC rules. Our audit committee oversees our accounting and financial reporting processes and the audits of our consolidated financial statements. Our audit committee will be responsible for, among other things:

  • selecting our independent auditors and pre-approving all auditing and non-auditing services permitted to be performed by our independent auditors;
  • regularly reviewing the independence of our independent auditors;
  • reviewing all related party transactions on an ongoing basis;
  • discussing the annual and quarterly audited consolidated financial statements with management and our independent auditors;
  • periodically reviewing and reassessing the adequacy of our audit committee charter;
  • meeting separately and periodically with management and our internal and independent auditors;
  • reporting regularly to our full board of directors; and
  • such other matters
Audit Committee
Mario Eduardo Vázquez
Michael Doyle
Martin Rastellino

Nomination and Compensation Committee

In February 2019, our Board of Directors formed a nomination and compensation committee. The nomination and compensation committee is composed of three members, Mr. Dirk Donath, Mr. Nilesh Lakhani and Mr. Martin Rastellino, with Mr. Nilesh Lakhani serving as chair. The nomination and compensation committee is responsible for, among other things:

  • carrying out the Board’s responsibilities in relation to compensation of the Company’s CEO and his direct reports (including plans, policies and programs), overseeing the implementation of the Company’s compensation policy, and providing such guidance with respect to compensation matters as the Committee deems appropriate;
  • (i) identifying individuals to become Directors of the Company, (ii) nominating qualified individuals for election to the Board at the annual meeting of shareholders, (iii) recommending to the Board the individual directors to serve on the committees of the Board, and (iv) recommending the Board a set of corporate governance principles applicable to the Company; and
  • any such other duties as may be from time to time assigned to it by the Board or required by the rules and regulations of the SEC or the New York Stock Exchange.
Nomination and Compensation Committee
Nilesh Lakhani
Ramiro Lauzan
Martin Rastellino

Strategy Committee

In May 2019, our board of directors formed a strategy committee. The strategy committee is composed of four members, Mr. Nilesh Lakhani, Mr. Martín Rastellino, Mr. Michael Doyle and Mr. Dirk Donath, with Mr. Rastellino serving as chair. The strategy committee is responsible for, among other things:

  • assist and consult with the Board of Directors on the objectives for the Company’s strategic plans, and review management’s recommendations with respect to the strategic direction of the Company, oversee management’s implementation of the Company’s strategy and regularly report to the Board of Directors with respect thereto;
  • identify significant opportunities and challenges facing the Company, including potential transactions, the impact of external developments and factors on the Company’s corporate strategy and its execution, such as the changes in economic and market conditions, competition in the industry, regulations, among others; and
  • Review and make recommendations to the Board of Directors, with respect to any mergers, acquisitions, joint ventures, minority investments, and other strategic investments, as well as financing for those strategic investments in case they require approval of the Board of Directors.
Strategy Committee
Martin Rastellino
Nilesh Lakhani
Michael Doyle
Ramiro Lauzan
Last update: July 6, 2022