Our bylaws call for the existence of an audit committee and a corporate practices committee to assist the board of directors in the performance of its functions

Audit Committee

The audit committee is responsible for evaluating the internal control and internal audit system of the company, identifying any important deficiency discovered; monitoring any corrective or preventive measure taken as a result of noncompliance with operational and accounting guidelines and policies; evaluating the performance of the external auditors; describing and evaluating non audit services performed by the external auditors; reviewing the company's financial statements; evaluating the effects of any modification to the accounting policies approved during the tax period; monitoring the measures taken regarding the observations by shareholders, advisors, relevant directors, employees, or third parties regarding accounting, internal control systems, and internal and external audits, as well as any claim related to irregularities in administration, including anonymous and confidential methods for handling reports expressed by employees; and supervising compliance with the decision of the general shareholders meeting and the board of directors.

Corporate Practices Committee

The corporate practices committee is responsible for evaluating the performance of executive officers; reviewing transactions between related parties; reviewing directors' compensation; evaluating any waiver granted to directors or executive officers so that they may take advantage of business opportunities; and performing the activities set forth in La Ley del Mercado de Valores, the Mexican securities law. According to our bylaws, all members of the audit and corporate practices committee, including each chairman, shall be independent directors.