Purpose and Values
Since inception in 2015, INBONISRATING’s mission has been to increase the financial inclusion of SMEs by optimizing and democratizing the credit assessment and credit rating process through the development of enhanced risk models and advanced technologies.
In December 2017, INBONISRATING obtained the B Corporation certification, which accredits it as one of the leaders of the global movement of companies whose purpose is to improve the world by providing solutions to major problems. SMEs are the economic and social engine of our economy, by simplifying their credit risk analysis, INBONIS favors their growth and the generation of wealth and progress.
Board of Directors
The Board of Directors of INBONIS consists of six members highly qualified and experienced in the financial sector, two of whom are independent members.
This body defines the strategic vision of the company, ensures prudent and sound management and is responsible for ensuring that credit rating activities are carried out in accordance with the requirements of the Regulation on Credit Rating Agencies (EC) No 1060/2009 and the IOSCO Code of Conduct.
The Board of Directors should in particular ensure that:
- the credit rating activities are independent, including from all political and economic influence and pressure;
- conflicts of interest are properly identified, managed and disclosed;
- the remaining provisions of the regulation are complied with.
Elena Herrero-BeaumontIndependent DirectorMember of the Supervisory Committee+
Alberto Sánchez NavalpotroChief Executive Officer+
Mona-Caroline ChammasIndependent DirectorMember of the Supervisory Committee+
The Board has a Supervisory Committee, made up of the two independent non-executive directors, appointed for five-year mandate, non-renewable.
The members of the Supervisory Committee must at all times maintain their independence of analysis, decision and action and have the obligation to inform the European Securities and Markets Authority (ESMA) of any significant breach of the Regulation or any change impacting the initial registration conditions. The Supervisory Committee has the specific task of monitoring:
- the development of the credit rating policy and the methods used by Inbonis Rating in their credit rating activities;
- the effectiveness of Inbonis Rating internal quality control system in relation to credit rating activities;
- the effectiveness of the measures and procedures put in place to ensure that any conflicts of interest are identified, eliminated or managed and disclosed; and
- the compliance and good governance processes, including the effectiveness of the review function.
The activity of INBONIS requires good functioning and collaboration between different areas. Those responsible for each area are professionals of recognised prestige in their respective fields of activity.
Israel Pérez CorralesChief Operating Officer+
Alberto Sánchez NavalpotroChief Executive Officer+
Gracia OrihuelaHead of Rating+
Gert PregelHead of data analytics, and review officer+
Emmanuelle BonalCommercial Director+
Cecilia VindelCompliance Officer+
The Compliance Function is permanent and dedicated to ensure respect of the legal framework of credit rating agencies by INBONIS and its employees.
The Compliance Function assists and advises the management, rating analysts and any person related to the agency to ensure regulatory compliance. In particular, the compliance function is responsible for continuously supervising the adequacy of the policies and procedures established to guarantee the quality and independence of INBONIS' rating activities.
The Compliance Function spots and manages any deficiency identified and reports to the Board of Directors and the Supervisory Committee. The Compliance Function is in charge of:
- Enforcing, updating and signing of policies and procedures dedicated to ensuring a sound operational and governance process, including the Code of Conduct;
- Accountability and maintenance of conflict of interest disclosures and policy enforcement in order to ensure that conflicts of interest are identified, eliminated or managed and disclosed efficiently;
- Maintaining the list of actual or potential conflicts of interest;
- Preparation of the list of entities excluded from rating activities and of the list of companies to which ancillary services are provided;
- Maintenance of the list of rated entitites and control of the rotation of rating analysts;
- Development and execution of a training programme for all persons related to INBONIS;
- Creation and maintenance of a Compliance Workplan, Risk Assessment Report and Compliance Report for the Independent Non-Executive Directors;
- Publication and updating of general legal requirements to the public and periodic information;
- Responsibility for dialogue with the Regulatory Authorities and disclosure of quarterly, half-yearly and annual information;
- Responsibility for ad hoc requests and the disclosure of ratings information;
- Preparation of the annual transparency report and its publication;
- Responsability for periodical and ad hoc control over pricing, segregation of activities and remuneration practices;
- Responsability for periodically and ad hoc control of segregations and access restrictions in the computer system;
- Management of interviews with employees and specifically control of past and future activities of rating analysts;
- Responsibility and maintenance of records and information according to the Record Keeping Policy;
- Control and testing of the Plan of Continuity and Regularity of the activities and the outsourced activities;
- Investigations in case of breach and information to the Supervisory Committee.
The Compliance Officer reports functionally to the Supervisory Committee and administratively to the Chief Executive Officer. To carry out its functions independently, the Compliance Officer has the authority, resources, technical knowledge and access to relevant information. To ensure its independence, the compliance function does not participate in credit rating activities and its remuneration is not linked to INBONIS' business results.
Regulation and transparency
INBONISRATING is a Credit Rating Agency (CRA) registered by the European Securities and Markets Authority (ESMA). It is governed by Regulation (EC) No 1060/2009 of the European Parliament and of the Council of 16 September 2009 for credit rating agencies.
This Regulation forms part of the initiatives adopted in response to the commitments made at the G20 Summit held in Washington DC in November 2008. The Regulation aims not only to strengthen the confidence in the market, but also to improve investors’ protection and to prevent European financial markets from being exposed to the risk of irregular practices. It guarantees the independence and integrity of the credit rating process and improves the quality of the ratings issued.
Similarly, INBONISRATING is committed to pursuing objectives of quality, transparency and accountability. It has put in place sound and adequate internal control systems with the objective of continuously ensuring the independence and objectivity of its assessments. The following sections are part of the Policies and Procedures that INBONISRATING has implemented:
Policies and Procedures
Pursuant to article 173 et seq. of the Spanish Companies Act and the Company’s Articles of Association, the Board of Director in its meeting held on November 20th, 2023 has approved to call an extraordinary General Meeting of Shareholders to be held on December 21st 2023 at 10:00 a.m. (CET) on first call and on December 22nd 2023, at the same time on second call.
The meeting will be hold on the date when sufficient shareholders attend in accordance with the following agenda:
I.- Buy and Sale of the company’s treasury shares.
II.- Questions and Answers
III. Delegation of powers to notarise resolutions
All supporting documentation and information on the items on the Agenda are available to the Company’s shareholders and will be sent to them by electronic means in accordance with article 182 of the Spanish Companies Act and the Company’s Articles of Association.
In Madrid, on November 21, 2023
Pursuant to Article 172 of the Capital Companies Act, it is hereby stated for the record that a shareholder of the Company, holding more than five per cent of the share capital, has expressly requested the publication of a supplement to the notice of the extraordinary general shareholders’ meeting scheduled for December 21st and 22nd 2023, to include the following item on the agenda of the meeting: Resignation and Appointment of members of the Board of Directors.
All the documentation and information supporting the item to be dealt with in the Agenda is at the disposal of the Company’s Shareholders and will be sent to them by telematic means in accordance with article 182 of the Capital Companies Act and the Company’s Articles of Association.
In Madrid, on 28 November 2023. The Secretary of the Board of Directors.