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Corporate governance

Building Trust Through Integrity and Transparency

At Aleatica, we believe thatadding value to every decision and earning the trust of our stakeholders is at the core of our mission

Internal Governance Structure

Our internal governance structure is meticulously designed to uphold integrity, transparency, and accountability across all levels of our operations. This structure ensures effective oversight and responsible management, guiding us toward sustainable growth and ethical business practices.

Board of Directors

Aleatica’s Board of Directors is essential to our corporate governance, ensuring integrity, transparency, and accountability across all operations. The Board consists of eight members, with a strong emphasis on independence and diversity.

Total Members
0
Independent Directors
(3 members)
20 %
Female Directors (1 member)
10 %
Years of Average Tenure
0

The Board operates under a unitary structure, with a mix of independent and non-independent directors, including a Non-Executive Chairperson, David Antonio Díaz Almazán. This structure provides balanced oversight and diverse perspectives in our decision-making processes.

David Antonio Díaz Almazán

PRESIDENT

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Gabriel Núñez García

DIRECTOR

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Francisco Javier Soni Ocampo

INDEPENDENT DIRECTOR

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Antonio Hugo Franck Cabrera

INDEPENDENT DIRECTOR
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Simona Visztová

INDEPENDENT DIRECTOR

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Diversity and Independence

Aleatica is committed to promoting diversity within its Board, demonstrated by the inclusion of one female director. With 60% of the Board members being independent, we ensure impartial governance that aligns with best practices.

Governance in Action

The Board actively participates in the economic, operational, legal, environmental, social, safety, and governance matters of all Aleatica Mexico Business Units. Regular meetings are held to monitor these areas and identify opportunities for improvement.

Support Committee

To support their governance responsibilities, the Board has established a Support Committee.

Francisco Javier Soni Ocampo

INDEPENDENT DIRECTOR
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Simona Visztová

INDEPENDENT DIRECTOR

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Antonio Hugo Franck Cabrera

INDEPENDENT DIRECTOR
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Board Performance Review​
Executive Compensation

Aleatica’s executive compensation aligns with both short-term and long-term business goals to drive company success and sustainability.

Short-Term Incentives:

 The Short-Term Incentive Program rewards executives for achieving specific annual business results.

It focuses on:

Shared and Individual Goals: Meeting company-wide and personal targets.

Leadership Behaviors: Evaluating leadership qualities.

Customer Safety: Linked to the IF1 indicator (accidents with casualties/injuries)

Long-Term Incentives:

 The Long-Term Incentive Plans, measured over three years, use the Internal Rate of Return to align the CEO’s compensation with long-term company performance.

Shared Goals for Executives

Employee Safety

Measured by the Lost Time Injury Frequency Rate (LTIFR)

Customer Safety

Monitored through the IF1 indicator.

Carbon Emissions

Compliance with emission reduction targets

Employee Engagement

Based on annual survey results.

Budget Adherence

Ensuring alignment with operational expenditure targets.

Every two years, the Board of Directors reviews its performance and structure, making adjustments as needed.

We develop intelligent transportation solutions that exceed user expectations and contribute to the sustainable development of our planet.

David Antonio Díaz Almazán

PRESIDENT

David Díaz Almazán is Chairman of the Board of Directors of Aleatica. Díaz Almazán previously served as CFO of X-Elio, a leading company in the renewable energy field with presence in ten countries across Europe, the Americas and Asia Pacific. He has nearly two decades of experience within the global toll road sector having served as CEO of Arteris, the largest toll-road operator in Brazil in terms of kilometers managed, and occupied several senior positions in Abertis Infraestructuras, including responsibilities over a portfolio of road concessions in Argentina, Chile, Colombia, and Puerto Rico.

Mr. Díaz Almazán has successfully led the integration of new assets into highly internationalized corporations, overcoming the challenges entailed by cultural transformation, the adoption of global best practices, and financial operation. Throughout his career, he has also established strong institutional relationships with key stakeholders in all relevant areas, displaying personal commitment to the highest standards of corporate governance and accountability. All this, while generating value for shareholders.

Furthermore, Mr. Díaz Almazán has a decade of experience in the financial sector, having worked for la Caixa in its units in charge of private equity and corporate finance, as well as in its foundation. He has strong working relationships with financial partners at the global level, as well as locally in many countries

Gabriel Núñez García

FINANCIAL ECONOMIC DIRECTOR OF ALEATICA, S.A.U.

Gabriel Núñez is currently the Financial Economic Director of Aleatica, S.A.U. and the company and is a member of the board of directors for various subsidiaries of this company. Prior to assuming this role, he served as the Financial Director of Aleatica, S.A.U. and before that he held various positions in the financial area of Grupo Ferrovial. He has a Bachelor’s Degree in Economic and Business Sciences from Universidad Autónoma de Madrid and obtained an MBA from the Instituto de Empresas, also in Madrid. 

Francisco Javier Soni Ocampo

INDEPENDENT DIRECTOR

Francisco Soní is the Chairman of the Company’s Audit Committee. He is a Certified Public Accountant in Mexico with over 45 years of experience in auditing, consulting and tax services. He worked at PricewaterhouseCoopers (PwC) in Mexico for over 40 years, and then served as the Executive Vice-president and General Director of Compliance for Walmart Mexico and Central America. His main responsibility was to improve compliance and the corruption prevention measures in place in Walmart through the implementation and execution of the guidelines of the Foreign Corrupt Practices Act (FCPA).

Antonio Hugo Franck Cabrera

INDEPENDENT DIRECTOR

Antonio Franck is currently a member of the Company’s Corporate Practices Committee and Chairman of the Board of Directors of OPI and CONMEX. He participated in the incorporation of Banco Finterra, Banco Azteca, Banco Multiva and BanCoppel, among other financial institutions. He is a professor of Mergers and Acquisitions and Corporate Governance at Universidad Panamericana and has taught courses on Commercial Law at Universidad Iberoamericana. He is a member of the Board of Directors of various companies such as Farmacias del Ahorro, Fibra Uno and several subsidiaries of HSBC. 

Simona Visztová

INDEPENDENT DIRECTOR

Simona Visztova is an independent member of the company’s board of directors and a member of the Corporate Practices Committee. She has over 25 years of experience in the retail sector, having held various executive roles at Walmart Mexico and Central America and at Walmart Stores, Inc. She was the first woman to head up a retail business operating unit for Walmart, where she worked from 1992 to 2014.

She is a skilled business leader with a marked commercial and customer focus. She has relevant experience in business planning, sales and business administration in general. She currently serves on various company boards. Originally from Slovakia, she has been living in Mexico for over 30 years, and became a Mexican citizen via naturalization. She has an engineering degree in International Commerce. She is a member of the Mexico chapter of Women Corporate Directors.