Governance & Compliance

Inditex has articulated a corporate governance system around a series of rules, procedures and mechanisms designed to ensure that its directors and management team, who are responsible for the company’s governance, perform their duties diligently, ethically and transparently, are accountable for their actions, which are subject to internal and external verification and control, while guaranteeing a balance of power and respect for and equal treatment of all of our shareholders, especially our minority shareholders.

That system, which is constantly revised and fine-tuned, is fully compliant with the company’s requirements under applicable company law, virtually fully compliant with the recommendations set down Good Governance Code (‘GGC’) of the Spanish National Securities Market Commision (CNMV’) and aligned with international best practices in sustainability matters.

Diversity on our governance bodies

In 2022, with five female directors, we topped the new target, set in 2020, for female boardroom representation of 40%. Last year’s board configuration also surpassed the target, originally to be attained by June 2026, of having one-third of the non-executive directors or 40% of all directors, irrespective of whether or not executive, be female.

Ethics culture

Inditex’s compliance system is predicated on implementation of our corporate ethics culture as a mission shared by all of us at the company as it addresses not only what we want to achieve but also how we want to achieve it.

In 2022, we started to revise and update our Code of Conduct in order to align its content, structure and approach with new paradigms and regulatory challenges, the commitments assumed by the company, especially in the area of sustainability, and our digital transformation.

Towards a Global Compliance Model

We also embarked on the review and transformation of our corporate and local compliance models with a view to moving towards a Global Compliance Model in which all existing risks and controls are rolled into a single corporate matrix. That new global and integrated model will be articulated around legal requirements and international best practices, adapted for local legislation as necessary. In 2022, we continued to implement compliance models at the local level, so complying with our legal requirements in the various jurisdictions in which we do business.