Corporate structure and governance model of the Iberdrola Group

Decentralization and autonomy

Iberdrola has a decentralised structure and management model that approaches the decision-making to the countries in which such decisions must have effect. This is done through the country subholding companies and the head of business companies.

In addition the Governance and Sustainability System provides measures that entitle the listed subholding companies a special framework of strengthened autonomy.

The Iberdrola Group is structured on three levels: the holding company, Iberdrola, S.A., which is in charge of supervision, organisation and control with group-wide scope; the country subholding companies, which strengthen these functions within certain territories, countries and businesses; and the head of business companies, which are in charge of the day-to-day administration and effective management of the business activities.

Simplified diagram of the Corporate Structure of the Group

Iberdrola, S.A.

Executive Chairman Chief Executive Officer Management team
Board of Directors Executive Committee
Consultative committees Remuneration Committee Sustainable Development Committee Audit and Risk Supervision Committee Appointments Committee
Iberdrola España, S.A.U. Icon Iberdrola Energía Sostenible España S.L.U. Icon I-DE Redes Eléctricas Inteligentes, S.A.U. Icon Iberdrola Energía España, S.A.U.
Scottish Power Ltd. Icon Scottish Power Renewable Energy Ltd. Icon Scottish Power Energy Networks Holdings Ltd. Icon Scottish Power Retail Holdings Ltd.
Avangrid, Inc.⁽¹⁾ Icon Avangrid Renewables, LLC Icon Avangrid Networks, Inc.
Neoenergia, S.A.⁽²⁾
Iberdrola México, S.A. de C.V. Icon Iberdrola Renovables México, S.A. de C.V. Icon Iberdrola Generación México, S.A. de C.V.
Iberdrola Energía Internacional, S.A.U. Icon Iberdrola Renovables Internacional, S.A.U.
Iberdrola Ingeniería y Construcción, S.A.U. Iberdrola Inmobiliaria, S.A.U.
  • Icon Sustainable energy
  • Icon Customers
  • Icon Networks
  • Holding company
  • Listed country subholding companies
  • Government model
  • Head of business companies
  • Country subholding companies

1. Avangrid, Inc. is 81.50% owned by Iberdrola, S.A.

2. Neoenergia, S.A. is 50% + 1 share indirectly owned by Iberdrola, S.A.

 Simplified scheme of the corporate structure of the Group [PDF]

 

This structure combines a decentralised management model with the necessary strategic coordination and an effective system of checks and balances.

Types of companies and powers

    • The Board of Directors approves the strategic goals at the Group level, defines its organizational model, supervises the compliance therewith and further development thereof, as well as decides on matters of strategic importance.
    • The chairman and the chief executive officer, with the technical support of the Operating Committee, , and the management team, assume the duty of supervision, organisation and strategic coordination of the Group level through the dissemination, implementation, and monitoring of the overall strategy and basic guidelines for the management established by the Board of Directors.
    • The country subholding companies such entities group together equity stakes in the head of business companies carrying out their activities within the various countries in which the Group operates.
    • Help with the strategic supervision, organisation and coordination in the various territories, countries and businesses, disseminating, implementing and ensuring compliance with the policies, strategies and general guidelines at the Group level.
    • Centralise the provision of services common to their head of business companies, always in accordance with the provisions of applicable law and especially the legal provisions regarding the separation of regulated activities.
    • Have boards of directors that include external directors, as well as their own CEOs, audit committees and internal audit divisions.
    • On the other hand, companies that are not wholly owned by the Group may maintain their own corporate and governance structure in order to comply with the contractual commitments assumed towards the other external shareholders.
    • The country subholding companies such entities group together equity stakes in the head of business companies carrying out their activities within the various countries in which the Group operates.
    • Help with the strategic supervision, organisation and coordination in the various territories, countries and businesses, disseminating, implementing and ensuring compliance with the policies, strategies and general guidelines at the Group level.
    • Centralise the provision of services common to their head of business companies, always in accordance with the provisions of applicable law and especially the legal provisions regarding the separation of regulated activities.
    • Have boards of directors that include external directors, as well as their own CEOs, audit committees and internal audit divisions.
    • On the other hand, companies that are not wholly owned by the Group may maintain their own corporate and governance structure in order to comply with the contractual commitments assumed towards the other external shareholders.

    • The head of business companies assume decentralised executive responsibilities, enjoy the independence necessary to carry out the day-to-day administration and effective management of each of the businesses, and are responsible for the day-to-day control thereof.

    • Are organised through their respective boards of directors, which include external directors where appropriate, and their own management decision-making bodies; they may also have their own audit committees, internal audit areas, and compliance units or divisions.

Group companies

  • Iberdrola España, S.A.U. , the Iberdrola group’s country subholding company in Spain, operates in Spain through the following subsidiaries: Iberdrola Energía Sostenible España, S.A.U., i-DE Redes Eléctricas Inteligentes, S.A.U. and Iberdrola Energía España, S.A.U., all 100%-owned by Iberdrola España, S.A.U.

    • Iberdrola Energía Sostenible España, S.A.U.: Iberdrola Energía Sostenible España, S.L.U.  is the liberalised head of business company for electricity generation and commercialisation using sustainable energy sources. Its purpose is to perform all types of activities, works and services relating to the business of electricity generation and commercialisation through facilities that use sustainable energy sources, as well as projects, engineering, development, construction, operation, maintenance and transfer of facilities, analytical services, engineering studies and energy, environmental, technical and financial advisory services related to such facilities.
    • I-DE Redes Eléctricas Inteligentes, S.A.U.: i-DE Redes Eléctricas Inteligentes, S.A.U.  is the grids head of business company in Spain. Its activity is regulated by Law 24/2013 of 26 December on the Electricity Industry and its implementing regulations. Its main function is to transport electricity across relevant grids to reach end user facilities. Improving the quality of supply is a key element of electricity service and one of the fundamental aims of this company’s distribution activity. In terms of the regulatory framework, its most important functions entail:
      • Planning, developing and operating the distribution grid.
      • Expanding facilities to meet new supply needs.
      • Providing service that meets regulatory quality standard.
      • Measuring usage at supply points.
      • Billing for the corresponding access fees.
    • Iberdrola Energía España, S.A.U.: is the head of business company for the commercialisation business in Spain and abroad. It directly or indirectly holds the shares of the companies that carry out liberalised electricity commercialisation activities, engaging in the wholesale and retail sale of electricity and natural gas as well as the provision of energy services and products.

  • ScottishPower, Ltd.  Country subholding company in the United Kingdom. Scottish Power operates in the United Kingdom through the following head of business companies: Scottish Power Retail Holdings Ltd. (SPRH), Scottish Power Energy Networks Holdings Ltd (SPENHL) and ScottishPower Renewable Energy Ltd (SPREL), all indirectly wholly owned by Scottish Power, Ltd.

  • Avangrid, Inc. , is the subholding company of Iberdrola in the United States. Its shares are listed in the New York stocj exchanges in which IBERDROLA, S.A. owns 81.50%. Through its head of business companies Avangrid Networks Inc. and Avangrid Renewables, LLC they provide renewable and thermal electricity generation; electricity transmission and distribution; natural gas storage and distribution; and renewable energy operations and energy services in 25 states stretching from New England to the West Coast. The System of corporate governance stablishes a special framework of strengthened autonomy which insures that the interest of minority shareholders of Avangrid Inc are properly protected.

  • Neoenergia, S.A.  is the Iberdrola Group's Brazilian country subholding company. Its shares are listed in the Brazilian stock exchange and it comprises interests in the companies of distribution, generation, renewable energy, transmission, and electricity retail businesses operating in Brazil.

  • Iberdrola México, S.A. de C.V. is the subholding company of Iberdrola Group in Mexico.

    Iberdrola México operates through two leading companies: Iberdrola Generación México, S.A. de C.V. and Iberdrola Renovables México, S.A. de C.V. and its main responsibility it's the definition and implementation of the strategy for the Iberdrola Mexico Group.

  • Iberdrola Energía Internacional, S.A.U.  is the country subholding company of the energy businesses of the Iberdrola group outside Spain, United Kingdom, United States of America, Brazil and Mexico.

    This country subholding company operates in the renewable business outside Spain, United Kingdom, United States of America, Brazil and Mexico through the head of business company Iberdrola Renovables Internacional, S.A.U.  External link, opens in new window.

    • Iberdrola Ingeniería y Construcción, S.A.U.: Iberdrola Ingeniería y Construcción, S.A.U. is a leading division of the Iberdrola Group's business and one of the IBERDROLA Group's technological cores.

      Our Company works on a 'turnkey' basis for the Group in the areas of generation, nuclear, renewable and networks. All projects are executed with a high degree of innovation, making the Company a leading engineering entity in the global energy sector thanks to its technological capabilities. The Company also develops projects in the aforementioned areas for other customers, reflecting its ability to compete against the main global groups of this sector in the international market.
    • Iberdrola Inmobiliaria, S.A.U.: Iberdrola Inmobiliaria, S.A.U  is a head of business company within the Iberdrola Group that has been in business since 1993, when the real estate companies of Iberdrola were consolidated. The company began intensifying its focus as a residential promoter in 1995. In 1999, the company took substantial steps by centring investments in three major areas, namely promoting housing developments, promoting and running rental estates, as well as managing and promoting land use.

      The company is currently a national real estate agency with an extensive breadth of product diversification: first-time homeownership, residential tourism, office buildings, industrial warehouses, shopping centres, etc.