Board Structure

The Board is collectively responsible for the success of the Company. It provides entrepreneurial leadership of the Company within a framework of prudent and effective controls which enable risk to be assessed and managed. It sets the Company's values and standards and ensures that its obligations to its stakeholders are understood and met. 

Committee matters
The Board has established certain committees to consider some matters in more detail and make recommendations and, in certain circumstances, decisions on the Board’s behalf.

The Compensation Committee is responsible for setting financial performance targets in relation to annual Telefónica Europe employee bonus plans.

The Governance Committee considers the Company’s policies on matters such as health and safety, environment, corporate responsibility and charitable donations.

The Assurance Committee is responsible, amongst other things, for the co-ordination, implementation and follow up of Telefónica Group financial policies and procedures.

The Pensions Committee considers the Company’s overall pensions policy.

The Project Approvals Committee considers requests for financial approvals within Telefónica Europe’s delegated authorities.

The Committees have formal terms of reference. Minutes of meetings are formally recorded. The Board reviews the membership of the principal Committees as circumstances require. The chairmen of each Committee report back to the Board on a regular basis and significant matters are referred to the Board.

Board authorities
The Board has adopted appropriate governance policies dealing with the conduct of Board affairs and has delegated responsibility for decisions relating to specific value-related commitments to designated managers in accordance with a schedule of delegated authorities.