Alfonso Larraín Santa María
Businessman. Chairman of the board of Viña Concha y Toro since 1998, a position from which he has striven to strengthen ...
Founded in 1883, Viña Concha y Toro is Latin America’s leading producer and occupies an outstanding position among the world’s most important wine companies, currently exporting to 140 countries worldwide. Uniquely, it owns around 11,300 hectares of prime vineyards in Chile, Argentina and United States.
Viña Concha y Toro aims to be a leading global wine company, consumer-centric with a focus on developing premium wine brands.
To achieve its vision, Viña Concha y Toro has committed to concrete actions:
Don Melchor Concha y Toro, outstanding Chilean politician and businessman, founds Viña Concha y Toro.
The company is constituted as a corporation and broadens its bylaws to wine production in general.
Its shares to be traded on the Santiago Stock Exchange, and the company makes its first export.
Eduardo Guilisasti Tagle joins the Board of Directors. During his management, he laid the foundation for the company’s expansion.
Casillero del Diablo marks the beginning of the production of more complex wines.
Acquisition of Viña Maipo.
Launch of the first vintage of Don Melchor, the first ultra- premium wine in the Chilean industry.
Period of strong expansion for Concha y Toro. During the ‘90s, Viña Concha y Toro initiated an extensive land purchasing and vineyard planting program, thanks to which it is now the Chilean winery with the greatest diversity in terms of vineyards, valleys and grape varieties.
Creation of Viña Cono Sur.
Concha y Toro is the first winery in the world to trade its shares on the New York Stock Exchange.
Fundation of Trivento Bodegas y Viñedos, in Argentina.
Signing of the joint venture agreement with the French winery Baron Philippe de Rothschild to produce Almaviva.
The first distribution subsidiary outside of Chile is created: Concha y Toro UK.
The company seals a strategic partnership with the English soccer club Manchester United.
Creation of Viña Maipo subsidiary.
Acquisition of Fetzer Vineyards, in California, USA, a pioneer winery in sustainable practices.
Concha y Toro is chosen Most Admired Wine Brand in the World, Drinks International.
Viña Concha y Toro receives Carbon Neutral certification.
Concha y Toro obtains the Sustainability Certification granted by Wines of Chile.
Inauguration of the Center for Research and Innovation (CRI).
Viña Concha y Toro forms part of the Dow Jones Sustainability Chile Index, the Santiago Stock Exchange´s first sustainability index.
Concha y Toro is selected as the World´s Most Powerful Wine Brand by Intangible Business.
Bonterra, a subsidiary of Fetzer Vineyards, is named American Winery of the Year by Wine Enthusiast.
Viña Concha y Toro is the most highly evaluated company in the RepTrak Chile corporate reputation ranking.
Named Leading Company in Sustainability in Chile by British magazine The European, as part of its Global ESG Leaders Awards.
Viña Concha y Toro enters the top 10 of the global Dow Jones Sustainability Index Beverages Category.
Viña Concha y Toro is the first wine company in the world to set greenhouse gas emission reduction goals under the Science Based Targets initiative.
First wine company in the world to certify its forest assets under FSC® Ecosystem Services standards for conservation purposes.
Viña Concha y Toro joins the community of B Corporations which brings together companies from all over the world that aim to generate a positive impact in their environmental management, governance and social performance.
Corporate Governance Practices (Only in Spanish)Download
The Company’s Corporate Governance is subject to its Bylaws and is governed by the General Corporation Law. The Board of Directors consists of a group of professionals and entrepreneurs with extensive experience and prestige in the industry. The Board of Directors has two independent directors, one elected by the AFP, who share their professional expertise.
On the other hand, the role of the controlling group stands out. With 41.3% of the property, it has a long-term vision and a focus on the wine industry. This strategy has been the key to carry out Concha y Toro’s plans for growth and investment, giving the company stability and long-term vision and positioning Viña Concha y Toro as a leader, both in domestic and global markets.
Also noteworthy is the contribution of the various committees, especially the Directors’ Committee, which analyzes in depth the financial highlights of the Company, the strategic risks and their mitigation.
The Board of Directors of Viña Concha y Toro SA has approved several documents designed to ensure appropriate Corporate Governance, such as:
Employees, suppliers, shareholders, customers, and disinterested parties have a whistle blower that allows anonymous and confidential complaints regarding issues of interest to the Company and its stakeholders.
Each year the Board of Directors, along with the CEO, discuss new ways for implementing improvements in its performance.
Businessman. Chairman of the board of Viña Concha y Toro since 1998, a position from which he has striven to strengthen ...
He is currently the Vice Chairman of Viña Concha y Toro, a position he has held since September 1998. Mr. Guilisasti has ...
Career diplomat and degree in law. Has been a director of Concha y Toro in 1949 and since 1995. He is a direct descenden ...
Commercial engineer from Universidad de Chile. Director of Viña Concha y Toro since April 2005. He is also a director an ...
Andrés Larraín Santa María, has had a long professional career in Viña Concha y Toro where he entered in 1971. He served ...
Rafael Marín is a Commercial Engineer form Diego Portales University and an MBA from Pontificia Universidad Católica de ...
As of December 31, 2020, the Board of Directors of Viña Concha y Toro was made up of board members: Janet Awad Perez (Chairperson), Raphael Guilisasti Gana and Rafael Marín Jordán. All of them were elected at the company’s Extraordinary Shareholders’ Meeting of April 23, 2020. Pursuant to the provisions of Article N°50 bis of Law N°20,382, dated October 20, 2009, Ms. Janet Awad Pérez filed an independent board member affidavit. At the same April 23, 2020 meeting and in order to comply with the above-indicated provisions, Ms. Janet Awad Pérez, in her capacity as the sole independent board member, appointed board members Messrs. Rafael Guilisasti Gana and Rafael Marín Jordán as second and third members of the Board of Directors’ Committee, respectively.
Between April 27, 2017 and April 23, April 2020, the Board of Directors’ Committee was comprised of Messrs. Jorge Desormeaux Jiménez, Rafael Guilisasti Gana and Rafael Marín Jordán. Throughout that entire period, Mr. Desormeaux remained as an independent member of the board.
The Board of Directors’ Committee met 13 times during FY 2020, to review and discuss topics which, pursuant to Article N°59 bis of the Law on Corporations (LSA, in its Spanish acronym), are of its incumbency. It reviewed especially those transactions governed by Articles N°146 and following of Law N° 18,046, ensuring their compliance with prevailing market prices, terms, and conditions at the time of their approval. The detail of the transactions thus approved by the Committee can be found in Note N°9 of the company’s Consolidated Financial Statement.
In compliance with the provisions of Article 50 bis of the Law on Corporations, the Board of Directors’ Committee must prepare an Annual Management Report to be submitted before the Ordinary Shareholders’ Meeting and incorporated into the respective Annual Report.
Thus, the Board of Directors’ Committee met on 13 different occasions during 2020, to examine the following topics:
The company’s Ordinary Shareholders’ Meeting approved a compensation for each Directors’ Committee officer equivalent to one-third the compensation received by board members as such. The same Shareholders’ Meeting approved an operating budget for this Committee of MM$60/year. During FY 2020, the Committee sought the advice of external professionals regarding the evaluation of transactions with related parties and an evaluation of internal controls regarding grape and wine purchases from third parties. The Committee’s annual expense on account of consulting services amounted to $38,808,891.
The company’s management is aware that its operation is a dynamic and high-impact process. As such, every year Viña Concha y Toro’s corporate governance is reviewed, and improvements are introduced which aim to ensure proper compliance management, in accordance with legal requirements and ensuring the pursuit of excellence and transparency throughout the operation. The company aims for all of its employees to work collaboratively and understand the importance of good corporate practices, thus establishing a culture of compliance.
Within the framework of its agricultural, production and commercial activities, Viña Concha y Toro is subject to compliance with a broad range of legal and administrative regulations in Chile, in particular those related to the production, elaboration and marketing of alcoholic beverages. With regard to its exports, it must comply with foreign and international health regulations. To adjust its processes to these regulations, the company has the support of its customers, and adheres to international controls and certifications. code of ethics and conduct.
On May 31, 2012, the Board of Directors approved the Code of Ethics and Conduct of Viña Concha y Toro and its subsidiaries that is currently in effect. This text summarizes the framework of principles and ethical and behavioral values that ought to guide the actions of the board members, executive officers, and collaborators of Viña Concha y Toro and its subsidiaries, without exceptions. For the company, it is paramount that in each one of the stages of elaboration, distribution and sales of its products, its board members, executive officers, and collaborators abide by the norms and regulations in effect in the jurisdiction in which they operate. Likewise, Viña Concha y Toro requires its board members, executive officers, and collaborators to know and commit themselves to the fullest to the company’s ethical values in the pursuit of excellence and transparency. The Code of Ethics and Conduct is available on the company’s website: https://vinacyt.com/informacion-legal/
The Board of Directors, in its meeting of May 31, 2012 approved the incorporation of an Ethics Committee, whose main mission is to promote and regulate behavior of professional and personal excellence on the part of Viña Concha y Toro’s collaborators, in a manner consistent with the company’s principles and values.
In compliance of this mission, the Ethics Committee is especially empowered to:
Viña Concha y Toro has implemented, via its website (www.vinacyt.com), a simple and efficient anonymous complaint reporting system. Such complaints may also be forwarded via email, according to the Anonymous Complaint Procedure. In this manner, company workers, suppliers, customers, shareholders and third parties have a confidential channel available through which to report irregular facts or situations that may require an internal investigation. Among other motives, anonymous complaints may refer to: (i) Bribery, terrorism financing, money laundering, graft, misappropriation, unfair administration, incompatible negotiation or other provisions under Law No. 20.393; (ii) Job complaints, where claims can be made about eventual violations of the Code of Ethics and Conduct or the labor law; (iii) Misuse of company resources or other acts that may constitute fraud; and, (iv) Non-compliance with the quality standards in our products; namely, situations affecting the legality, integrity, or safety of our products.
In order to prevent unlawful conduct such as money laundering, terrorism financing or bribery, the company’s Board of Directors approved the Crime Prevention Model, consisting in a preventive and monitoring process of the various control activities regarding company processes or activities found to be exposed to the risk of committing the offenses identified in the above-referred law. The Crime Prevention Model, as well as the risk matrix associated to it, were updated during 2020 so as to incorporate the new crimes related to the criminal liability of legal persons. Likewise, executive officers from different company areas have been trained about the Model. In January 2020, the Crime Prevention Model was certified by MPS Compliance S.A., pursuant to the terms pointed out in Article 4, numeral (4) of Law No. 20.393.
The Manual seeks that -via self-regulation- norms be established for the treatment of facts and information -not officially classified to be of an essential nature- that might be useful for an adequate financial analysis of Viña Concha y Toro and its subsidiaries or of securities issued by them. Understood under this concept is all legal, economic, or financial information referring to relevant aspects of the company’s business operations or having a significant impact on them. Likewise, the Board has agreed the Manual to incorporate criteria to guide the conduct of its workers in treating and using such information, while also establishing the freedom of its recipients to trade securities, with the exception of blocked periods barring such transactions. The Manual is available on the company’s website.