Technical Committee

Members Of Technical Committee

Salvador Cayón Ceballos

Mr. Cayón has been a director of the Advisor since [July 2013] and is the Chief Executive Officer of our Management Subsidiary.  He has also served on the board of directors of Cayón Harinera de Irapuato and Molino Cayón, Industria de Harina de Trigo and related entities owned by the Cayón family. Mr. Cayón has more than 15 years of experience in the real estate sector, particularly in the commercial segment, as well as three years in the residential segment.  His experience includes the development, construction, commercialization and sale of projects.  Mr. Cayón holds a bachelor’s degree in Public Accounting and a graduate degree in Management and Family Business Administration from Tecnológico de Monterrey, Mexico City Campus (ITESM).

43%

Independientes

Guillermo Prieto Treviño

Francisco Javier Soní Ocampo

Mr. Prieto was appointed as a member of our Technical Committee in, 2013.  He is a member of the board of directors of Corporación Actinver, S.A.B. de C.V., Aseguradora Hidalgo, S.A., Agroasemex, S.A., Banco Nacional de Comercio Exterior, S.N.C. and Nacional Financiera, S.N.C.  Mr. Prieto [is][has been]  also a member of the governing bodies of the CNBV, the National Insurance and Guarantee Commission, and the National Commission for the Protection and Defense of Consumers of Financial Services with the CONSAR.  From 2001 to 2009, Mr. Prieto was executive chairman of the board of directors of BMV, Indeval, MexDer, SIF ICAP, S.A. de C.V., Contraparte Central de Valores de México, S.A. de C.V., Valuación Operativa y Referencias de Mercado, S.A. de C.V., Bursatec, S.A. de C.V., Corporativo Mexicano del Mercado de Valores, S.A. de C.V. and SIF ICAP Servicios S.A. de C.V.  From 2000 to 2001, he was general director of insurance and securities in the SHCP from 1994 to 2000 and was president of CONSAR from 2000 to 2001.  In 1994, he was vice president of market development at the CNBV, and in 1982 he was advisor to the General Department of Revenue Policies of the SHCP.  Mr. Prieto holds a degree in Economics from the Instituto Tecnológico Autónomo de México (ITAM) and a master’s degree in Public Administration from the John F. Kennedy School of Government at Harvard University.

Mr. Soní has been a member of our Technical Committee since [July 2013].  Mr. Soní, a partner of PricewaterhouseCoopers S.C. (“PwC”) since July 2004, was in charge of the Department of Audit and Business Advisory from June 1997 until June 2004 and prior to that the Department of Computer Audit until June 1997.  He is part of the Strategic Council of the PwC Global Network and of the Leadership Team of the Americas. He is a member of the Board of the American Chamber of Commerce of Mexico, acting as Vice President (Finance and Treasury) of the Executive Committee. Mr. Soní is also a treasurer of the Association of Chambers of Commerce of Latin America (AACCLA) and member of the Finance Committee of the British Chamber of Commerce. Mr. Soní is a member of the Mexican Institute of Public Accountants, a member of the College of Public Accountants of Mexico and a member of the Mexican Association of Computing Auditors. He was a member of the Board of Honor of the College of Public Accountants of Mexico. He is a member of the Mexican Institute of Finance Executives, was part of its National Board of Directors and, currently, he is a member of the Audit Committee.  Mr. Soní is currently the owner-director and president of the Audit Committee of Corporación Actinver, S.A.B. de C.V. Mr. Soní has a Public Accountant Certificate from the University Iberoamericana (Ibero) and completed the Executive Development Program at Dartmouth University.

 

Héctor lbarzabal

Mr. Ibarzabal has been a member of our Technical Committee since [July 2013].  Mr. Ibarzabal has been SVP Director of Industrial Area for Prologis Mexico since July 2008, where he is in charge of investment, development and operations matters. He is responsible for the operation of more than 15 million square feet of industrial buildings, as well as the development, construction and marketing of approximately 2 million square feet of industrial properties on an annual basis. Prior to joining Prologis Mexico, Mr. Ibarzabal held several positions at G. Acción, which he joined in 1988, the year it was founded.  At G. Acción, he served for more than 10 years as deputy general director, serving prior to that as director of finance division, director of development division, and director of the projects management division. Mr. Ibarzabal, as a real estate professional, has participated in the promotion, funding, acquisition, development and commercialization of more than 30 million square feet in office buildings, shopping centers, residential projects, buildings of mixed use, parks and industrial buildings.  Héctor Ibarzábal is a Civil Engineer with a degree from the Ibero-American University, and he also has a master's degree in business management from the IPADE.

Rafael Marcos

Grupo Frel

Mr. Marcos has been a director of the Advisor since [July 2013]. He is a co-founder of Ethika Investments US and the Chairman of our Investment Committee. He has more than 20 years of experience in the real estate sector and is currently the Chief Executive Officer of Grupo Frel, a Mexico-based firm known for its high quality hospitality, commercial, corporate and residential real estate projects.  Mr. Marcos has a degree in Architecture from Universidad Iberoamericana with several specializations in design, construction and real estate from Mexican and international universities.

José Antonio Sánchez

Central de Arquitectura

Mr. Sánchez has been a director of the Advisor since [July 2013].  He is a co-founder and Chief Executive Officer of Central de Arquitectura, a real estate development company. Mr. Sánchez has over 15 years of experience as a real estate developer in a wide range of formats including commercial, hotels, and residential single-family and multi-family housing. Along with his partner (Mr. Moses Ison) at Central de Arquitectura, Mr. Sánchez has received many awards, such as: winner of first place in the “Best Residential Design” category in the Pan-American Biennial of Architecture held in Quito, Ecuador in 2001 with the Cacahuamilpa 11 condominium located at the Colonia Condesa, Mexico, DF.; in 2005, winner in the “Best Small Hotel” category from Travel + Leisure Design and winner in the “Mid-Range Hotel” category from the Hospitality Design Awards, with Hotel Básico located at Playa del Carmen, Quintana Roo; and winner of the Silver Medal in the “Tourism” category at the IX Mexican Architecture Biennale 2009.  In 2008, at the XVII CEMEX Building Award, he won the category “Housing Complexes Middle & High” with the Magia Playa condominium located at Playa del Carmen, Quintana Roo, and in 2009 he won second place in the “Design of Housing Complex” category at XVIII CEMEX Building Award with the Gabriel Mancera 724-728 condominium, located in Colonia Del Valle, Mexico, DF.  He has also lectured at national and international universities, conferences and seminars. Mr. Sánchez has a degree in Architecture from the Universidad Anahuac del Norte (1995-1999), and has studied at the New York Institute of Interior Design (1996) and the SCI / ARC Southern California Institute of Architecture (1997).  Additionally, Mr. Sánchez has taken several classes at Harvard Business School (2007-2008).

Hector Madero Rivero

El Sr. Héctor Madero Rivero es egresado del Instituto Tecnológico Autónomo de México en licenciatura de administración de empresas, ha tenido experiencia laboral en Bursamex Casa de Bolsa fungiendo como director ejecutivo, en Inverlat Securities Nueva York como presidente y en Inverlat casa de Bolsa.

Desde 1996 preside el Grupo Financiero Actinver.

Technical Committee Charter

Our Technical Committee is our legal representative and is authorized to take any action in connection with our operations not expressly reserved to holders of our CBFIs. Our Technical Committee will have certain duties which may not be delegated, which include, among other things:

  1. Authorizing the first issuance of our CBFIs, whether public or private and whether within or outside of Mexico and instructing the Trustee to perform all necessary acts for such purpose, including the execution of the contribution agreements, lease agreements, the Advisory Agreement and the Property Management Agreement.
  2. Within 15 business days from the execution of the trust agreement, instructing the Trustee to appoint an accounting and tax advisor designated by the Technical Committee.
  3. Establishing and/or modifying our investment policies, in compliance with our trust agreement. In order to amend the Eligibility Criteria, the unanimous approval of the independent members of our Technical Committee is required. The Technical Committee must also consider and analyze proposed investments and acquisitions recommended by our Advisor that do not comply with the Eligibility Criteria, and any approval of such investments or acquisitions requires, in addition to a recommendation of our Practices Committee, the approval of the Technical Committee, including the unanimous approval of the independent members of our Technical Committee.
  4. Approving our policies with respect to related parties, as well as authorizing transactions with related parties, including our Advisor, our Management Subsidiary or any of our Key Holders, for which the affirmative vote of the majority of the independent members of our Technical Committee will also be required. Our Technical Committee will define the transactions that do not require its prior authorization and will appoint the person who are authorized to execute such transactions.
  5. Authorizing and appointing a substitute management subsidiary when the Management Subsidiary is no longer able to perform its duties, and instructing the Trustee to execute a replacement management agreement, with the recommendation from our Practices Committee.
  6. Appointing and, in the case of “cause” as defined in our trust agreement, removing our Advisor, in accordance with the terms of our Advisory Agreement, which shall require a recommendation from our Practices Committee, and, if applicable, instructing the Trustee to designate a substitute advisor and to execute a replacement Advisory Agreement, with the recommendation from our Practices Committee.
  7. Establishing our accounting policies, with the prior opinion of our Audit Committee.
  8. Approving our and the Advisor’s internal controls and internal audit rules, with the prior opinion of our Audit Committee.
  9. Approving the execution of insurance policies covering members of our Technical Committee and officers of our Advisor and our Management Subsidiary, with the prior opinion of our Audit Committee.
  10. Approving, with the prior opinion of our Audit Committee, our financial statements for consideration at a meeting of holders of our CBFIs.
  11. informing the Trustee in respect of any material fact that has come to Technical Committee’s attention and instructing the Trustee to request that the Advisor and the Management Subsidiary inform the Trustee of any recent material facts.
  12. If applicable, approving, together with the vote of a majority of the independent members, at the request of our Advisor, amendments to one or more of our lease agreements to provide for necessary adjustments in the basis for the calculation of rent under such agreements.
  13. If applicable, with the approval of our Management Subsidiary and the independent members and the recommendation of our Practices Committee, amendments to our Eligibility Criteria.
  14. Establishing our leverage policies (provided that for our first fiscal year our Technical Committee has established the leverage policies described under ‘‘Policies with Respect to Certain Activities—Leverage Policies’’).
  15.  Establishing disposition policies with respect to our assets, subject to and in accordance with the provisions of our trust agreement, which disposition policies are described under ‘‘Policies with Respect to Certain Activities—Disposition Policies’.
  16. Approving our distribution policies, and any particular distributions exceeding 95% of our taxable net income.
  17. Instructing the Trustee to purchase and cancel CBFIs, as requested by our Advisor.
  18. Instructing the Trustee to execute contribution agreements and Trust joinder agreements and to acquire contributed properties.
  19. Establishing our Audit Committee and Practices Committee, each of which will be exclusively comprised of independent members.
  20. Appointing and removing, with our Audit Committee’s recommendation, our external auditor.
  21. Establishing the nominations committee.
  22. Instructing the Trustee to disclose certain statutory events referenced in the Mexican Securities Market Law, including all agreements whose purpose is contrary to an opinion of our Audit Committee or Practices Committee.
  23. Establishing the terms and conditions of any offer and sale of CBFIs that has been approved by the meeting of holders of CBFIs

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