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Corporate Governance

 

Corporate Governance

The Board of Directors of Bavaria S.A., during a meeting held on 8 April 2002, adopted the company’s Good Governance Code in accordance with the general parameters established in Resolution No. 275 of 23 May 2001, issued by the Superintendence of Securities of Colombia (currently the Financial Superintendence).

The Good Governance Code’s purpose is to embed in Bavaria S.A. both, the respect for those who invest in company shares, as well as on any other security it issues, and the appropriate administration of its matters and the public disclosure of its management.

The Board of Directors of Bavaria S.A. has further amended said Code, basically to adapt it to the statutory reforms made in the company. It is worth highlighting the amendment to the Good Governance Code made on 22 August 2006 to include top international parameters, based on SABMiller’s policies.

The Boards of Directors of Cervecería Unión S.A. (12 November 2003), Impresora del Sur S.A. (24 August 2006), Maltería Tropical S.A. (13 September 2006) and Cervecería del Valle S.A. (28 November 2007) have adopted the Good Governance Code in their respective companies, which adjusts to the general parameters of Bavaria S.A.’s Good Governance Code, with the following basic differences:

 
1 It must comply with the obligations of a private company that is not listed in the National Securities and Issuers Registry.
2 It is controlled by the Superintendence of Corporations.
3 There will be no Auditing Committee, because Bavaria S.A.’s Auditing Committee will cover the requirements of all companies owned by the group in Colombia.
4 There will be no separate Board of Directors’ members.
5 All relevant information on the company will be available on Bavaria S.A.’s Web page.
6 A legal representative of the company may, in turn, act as Chairman of the Board of Directors.

Excessive alcohol is harmful to health. The sale of alcoholic beverages to minors is forbidden.
 
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