Independent Members

We recognize the global trend that leads to having committees integrated fully by independent members. At FUNO, we prioritize experience within Real Estate and we believe this has been key to our efficient performance and accountability to our shareholders. Our TC members’ experience is one of FUNO’s major market competitive advantages.

42% of our TC is independent, beyond what our incorporations deed and the Securities Market law establish (25%).

We believe in the importance of maintaining fair and transparent business practices, where potential conflicts of interest that may arise, have appropriate mechanisms for their handling and prevention. Hence, we have developed an appropriate Conflict of Interest Mitigation Mechanism, which requires the majority of votes from the independent members.

Some instances which require affirmative vote of the majority of independent members are:

Any property sale that represents between 5% and 20% of the Trust.

Modification of eligibility criteria for property acquisitions.

Policy approvals on cash distributions as well as the approval of such cash distributions.

Real Estate investments in which any adherent trustee or related party may be the partial or total owner of such property.

Independent members shall be nominated based on experience, abilities and professional career; it is imperative that they are free to conduct their duties without any conflict of interest (including personal, patrimonial or economic interests). Their Independence shall be determined by a majority vote at the CBFI Holders Assembly.

In order to be considered independent, you must not be:

A high profile FUNO employee or any related party; applicable to anyone who has held a position for 12 months before designation.

Anyone who holds significant influence or power at FUNO or a related party.

Employees of any relevant client, consultant, supplier, debtor, creditor, partner, counselor or advisor.

External Auditor, within the 12 months prior to designation.

Director or employee of any relevant tenant, representing 10% or more of FUNO’s income; such limitation may only be applicable to those who held a position at such company within the 12 prior months to designation.

Relatives by consanguinity, marital status or affinity, up to fourth grade; including the spouses, common-law spouses of any of the above mentioned.