Governance | BBVA 2026

Board of Directors

The governance of BBVA México is overseen by its corporate governing bodies: the Shareholders' Meeting, the Board of Directors, its delegated committees, the Chief Executive Officer (CEO), and other officers, in accordance with the applicable legal framework.

Board Composition

The Board of Directors is composed of 18 members—9 proprietary and 9 alternate directors—among whom 4 proprietary and 4 alternate members serve as independent directors, and 4 are women; this structure results in a gender distribution of 22% female and 78% male, an average tenure of 9 years and 4 months, and a demographic where 100% of the directors are over 50 years of age.

Position
Board Tenure
Other Board Memberships

Sex:

Famale

Male

Jaime Serra Puche

Chairman of the Board / Independent proprietary
18 years
Fondo México, Vitro and Alpek

Eduardo Osuna Osuna

Vice Chairman / Proprietary member
10 years
Entities comprising the BBVA Mexico Financial Group

Onur Genç

Proprietary member
6 years
Banco Bilbao Vizcaya Argentaria

Carlos Torres Vila

Proprietary member
9 years
Banco Bilbao Vizcaya Argentaria

Vicente María Rodero Rodero

Independent proprietary member
13 years
Not a member of any other Board

Carlos Vicente Salazar Lomelín

Independent Proprietary member
20 years
Banco Bilbao Vizcaya Argentaria

Arturo Manuel Fernández Pérez

Independent Proprietary member
31 years
Industrias Peñoles, Grupo Bal

Jorge Saenz-Azcunaga Carranza

Proprietary member
9 years
Not a member of any other Board

Valeria Moy Campos

Independent proprietary member
Less than one year
Entities comprising the BBVA Mexico Financial Group

Alejandro Mariano Werner Wainfeld

Independent alternate member
4 years
Not a member of any other Board

Armando Garza Sada

Alternate member
7 years
Grupo Alfa and Nemak

Juan Asúa Madariaga

Alternate member
6 years
Not a member of any other Board

Rafael Salinas Martínez de Lecea

Alternate member
2 years
Not a member of any other Board

Patricia Espinosa Cantellano

Independent alternate member
2 years
Not a member of any other Boards

Alejandra Palacios Prieto

Independent alternate member
1 year
Not a member of any other Board

Ana Laura Magaloni Kerpel

Independent alternate member
4 years
Not a member of any other Board

Enrique de Jesús Zambrano Benítez

Alternate member
5 years
Grupo Proeza, Alpek, ITSM

Alejandro Ramírez Magaña

Independent alternate member
12 years
Cinépolis

Thirteen directors are Mexican nationals and the remainder are foreign nationals, all of whom fulfill the necessary requirements to serve on the Board pursuant to the Law to Regulate Financial Groups (Ley para Regular las Agrupaciones Financieras).

Committees

The Board of Directors of Grupo Financiero BBVA México is supported in its functions by the Audit and Corporate Practices Committee, which is composed of three non-executive members.

The bodies responsible for decision-making and the management of impacts regarding economic, environmental, and social issues are as follows:

Aspects	Responsible bodies
Economical	Audit and Corporate Practices Committee and Board of Directors
Social	Board of Directors
Environmental	Board of Directors

Risk Management

The BBVA México Risk Management Directorate reports directly to the institution’s General Management, thereby ensuring its independence from Business Units and the autonomy required to fulfill its mandate; furthermore, in alignment with national and international best practices, the Risk function is structured into three specialized Credit Risk teams: the first dedicated to the Wholesale portfolio—covering admission, monitoring, and recovery—the second focused on the SME segment, and the third on Retail clients.

ESG Risk Management

BBVA México evaluates the financial implications, risks, and opportunities associated with climate change through a corporate-level assessment integrated into its risk management and credit decision-making processes; this ESG evaluation is executed using sectoral analyses, specialized questionnaires, and internal tools that apply specific policies and exclusion criteria, incorporating results into credit decisions via mitigants, enhanced monitoring, or the non-approval of operations under the oversight of the Risk Area and local committees. Furthermore, the institution implements a local exclusion list for non-sustainable activities—as defined by the BBVA Environmental and Social Framework—which aligns with legal requirements, sanctions regimes, and international standards such as the OECD Guidelines, the Universal Declaration of Human Rights, the UN Global Compact, and UN Security Council sanctions, ensuring that these exclusions are fully embedded in risk analysis and management according to corporate guidelines.

Due Diligence Processes

BBVA views due diligence as a continuous, proactive, and integrated process designed to identify, prevent, mitigate, and account for actual or potential adverse impacts arising from its activities and business relationships; following the implementation of the 2021-2024 Human Rights Action Plan, which established a solid foundation of commitments and procedures to address stakeholder impacts, the institution is now advancing toward the full integration of due diligence into its management model by incorporating social factors—specifically customers, employees, suppliers, and society—as structured risk vectors within its general non-financial risk management framework to ensure their systematic identification, assessment, control, and monitoring.

Compliance

Compliance System

The Compliance function is governed by the BBVA México Compliance Function System and Charter, which integrate the essential elements to prevent and manage risks related to Anti-Money Laundering (AML), customer conduct, corporate compliance, personal data protection, and Securities Market conduct; this framework establishes the foundational standards for ethical behavior expected throughout the institution

Whistleblowing and Inquiry Channels

BBVA provides all employees, customers, and suppliers with Consultation and Whistleblowing channels to report potential breaches of the Code of Conduct, internal regulations, or any practice contrary to applicable legislation. These channels are available 24/7, 365 days a year.

A total of 2,283 communications were received through the Whistleblowing Channel; of these, 491 were found to lack sufficient information to launch an investigation or did not constitute a breach of the Code of Conduct, whereas 1,792 reports were admitted, resulting in the formal opening of an investigation.

Should any evaluated situation require disciplinary action, it would be determined in accordance with BBVA’s disciplinary regime and applicable legal terms.

Code of Conduct

On December 11, 2025, the Board of Directors approved the updated version of the BBVA Code of Conduct, which establishes the behavioral standards and ethical guidelines expected of all members of the institution. This update ensures that our 'cultural operating system' remains aligned with the latest international best practices.

One hundred percent of the workforce was enrolled in the Code of Conduct training, achieving an outstanding 98% accreditation rate. The course remains active via Campus BBVA for all new hires as part of their mandatory onboarding process.

Supply Chain & Supplier Management

The supply chain is characterized by a strong commitment to the local economy, with a vast majority of providers operating within Mexico.

In 2025, BBVA México issued a formal communication to its supplier network detailing the institution's anti-corruption policies and procedures, reinforcing its commitment to a zero-tolerance culture regarding bribery and unethical practices.
As part of its robust integrity framework, BBVA México formally notified 494 domestic suppliers and 37 foreign suppliers regarding its anti-corruption policies and procedures, ensuring full alignment across its global and local value chains.

Total: 6,972 suppliers throughout the supply chain.

BBVA Mexico Suppliers 2025

Over 71 billion pesos, representing the total amount allocated to supplier payments.

Geographic Location:

Mexico :

96.63%

Spain :

1.31%

United States :

1.10%

Other countries :

0.96%

Supplier Evaluation at BBVA Mexico

3,729

suppliers entered into BBVA Mexico evaluation process

3,083

suitable suppliers

646

not suitable suppliers

100%

of purchases made from suppliers evaluated in 2025

2,637

suppliers evaluated under environmental and social criteria