Appointment processes and functions of the Superior Body of Government and Senior Management

(G4-40, G4-41, G4-42, G4-43, G4-44, G4-45, G4-46, G4-47, G4-51, G4-52, G4-53)

Appointment and Selection of Directors

The Shareholders’ Meeting accepts or rejects the integration of the members of the Board of Directors and the respective Committees. The names and curriculum of the aspiring members to the Board and the respective Committees are proposed, in order to receive their feedback and approval. The diversity of profiles is taken into account so that all areas of the Company are represented and the independence is considered in compliance with the Securities Market Law, as well as the technical plurality in various areas of opportunity and risk for the organization.

Remuneration of Directors and Steering Group

The remuneration is approved by the Shareholders’ Meeting, after carrying out an analysis comparing different companies of similar activity and size, observing at all times the applicable legislation in force. Each member of the Board and the Committees of Audit and Risk, and Corporate Practices receives a compensation of $127,500 Pesos per session, the chairmen of the Committees receive $170,000 Pesos. The members of the Board, who are owners do not receive any remuneration, such is the case of the Chairman of the Board, Rodrigo Herrera Aspra, and the Counselor to the Board Sabrina Herrera Aspra.

Management of conflict of interests

The Securities Market Law maintains stipulations regarding the handling of conflict of interest, to which we strictly adhere. By virtue of the foregoing, the persons who are in this case abstain from knowing and voting on the matter concerned.

The mechanisms for the prevention of conflicts of interest are established by the Internal Audit area and the Ethics Committee; should a conflict arise, they analyze it and take appropriate actions.

The selection of our Independent Directors is based on their ability and their compliance with independence, given the importance for them to disclose any concerns about their status as independent, in which case, subsequent to their notification, they should refrain from commenting and voting on the specific point under discussion.

Board Evaluation and Efficiency

Our Supreme Governance Body plays a fundamental role in the Company’s strategy, in defining and renewing the purposes and values of the organization. The efficiency and approach that it provides are key to our long-term permanence. The Board of Directors is evaluated by the company’s Shareholders, since the members of the Board are ratified or approved at the Annual Shareholders’ Assembly.

Our Corporate Governance framework is aimed at a transparent, clear and timely management and communication of the information we disclose to the market, integrated by analysts, potential investors and shareholders. Our Investor Relations area is committed to communicating information to provide timely response to the information requirements of the shareholders and stakeholders relevant to the organization. At Genomma Lab Internacional we comply with all obligations provided for in the Securities Market Law. Further technical and detailed information can be found in the public information of the Mexican Stock Exchange: http://www.bmv.com.mx. All information provided to the National Banking and Securities Commission (CNBV, for its acronym in Spanish) and to the Mexican Stock Exchange (BMV, for its acronym in Spanish) is also published on the Investors’ Relations website: http://www.genommalab.com/Inversionistas/

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Reporte de Sustentabilidad 2016 de Genomma Lab Internacional

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