CEMEX
en
  • ES
About Us
  • Our History
    • ETHOS Line
  • Company Profile
  • Management Team
  • Ethics & Compliance
    • Ethics
    • Corporate Governance
    • Antitrust
    • Anti-Corruption
    • Information Retention
    • Insider Trading
    • Conflict Minerals
    • Anti-Money Laundering
    • Third Parties
  • Position Papers
  • Our COVID-19 Actions
CEMEX Go
  • Open CEMEX Go
  • Learning Hub
    • Preparing to Buy
    • User Management
    • Customer Information
    • Commercial Conditions
    • Order & Product Catalogue
    • Delivery Schedule
    • CEMEX Track
    • Invoices
    • Payments
  • Developer Center
  • Suggestions
  • FAQs
Investors
  • Reports
    • Reports
    • Reports Archive
    • SEC Filings
    • Financial Reports Excel
    • BMV Reports
    • Email Alerts
    • Relevant Events
  • Financial Highlights
    • Faqs
    • Glossary
  • Stock Information
    • Stock Chart
    • Dividends
    • Capitalization Program
    • Direct Stock Purchase Plan
    • Equity Analysts
    • Corporate Action Announcement
  • Debt Information
    • Corporate Structure
    • Maturity Profile
    • Credit Ratings
    • Debt Instruments
    • Perpetual Debentures
    • Fixed Income Analysts
  • Corporate Governance
    • Board of Directors
    • Management Team
    • Committees
    • Code of Ethics
    • By-laws
    • Sarbanes-Oxley Act
    • CEMEX and the NYSE
  • Events
Products & Services
  • Products
    • Cement
    • Aggregates
    • neogem
    • Ready-Mix Concrete
    • Related Products
  • Building Solutions
    • Buildings
    • Pavements
    • Green Building Services
  • Global Solutions
    • Engineering and Projects
    • Plant Optimization
    • Customized Services
    • Operation & Maintenance
    • Expertise Network
    • Camp
  • Services
  • Trading
  • Global Contacts
Careers
  • Life @ CEMEX
  • Locations & Functions
  • CEMEX Opportunities
    • Students + Graduates
    • Experienced Professionals
    • Join Us
  • Why CEMEX?
    • A meaningful challenge
    • Innovation
    • Performance and Values Driven
    • Diversity
Sustainability
  • Strategy
    • Sustainability Committee
    • Materiality Analysis
    • Our 2030 Ambitions
    • Risk Management
  • Model
    • Overview
    • Resilient and Efficient Building Solutions
    • High-Impact Social Strategy
    • Environmental Excellence for Responsible Growth
    • Core Values Into Every Action
  • Stakeholder Engagement
    • Our People
    • Our Neighbors
    • Our Business Partners
    • Our World
    • Global Partnerships
    • Local Partnerships
    • Public Policy
    • Internal Stakeholder Database
  • Policies & Positions
    • Policies
    • Position Papers
  • Reports
    • Global Reports
    • Country Reports
    • CDP
    • External Advisory Panel
  • Social Impact
    • Social Impact Strategy
    • Community Investment Pillars
    • Social Impact Practices
    • Partnerships & Recognitions
    • CEMEX UNITE Volunteering
    • Our People & Communities
    • CEMEX-Tecnológico de Monterrey Center
    • Inclusive Business Models
    • Our Stories
  • Climate Action
    • Our Performance and Targets
    • Vertua Net-Zero CO2 Concrete
    • Technologies Targeting Climate Change
    • New Types of Clinker & Clinker Substitutes
    • Alternative Fuels
    • Renewable Energy
    • Carbon Capture, Use and Storage
    • Natural Carbon Sinks
    • Reporting & Disclosure
Suppliers
  • Sourcing Approach
    • Global Categories
    • Local Categories
    • Smart Innovation
    • Supplier of the Year
  • Responsible Suppliers
    • Code of Conduct when doing business with us
    • H&S Program for our contractors
    • Sustainability Program
    • Anti-Corruption
    • Anti-Money Laundering
    • Code of Ethics
    • Policies in other languages
  • Become a Supplier
    • Selection Process
  • Direct Line
    • Complaints
    • Contact Us
Media
  • Press Releases
    • Press Releases 2021
    • Press Releases 2020
    • Press Releases 2019
    • Press Releases 2018
    • Press Releases 2017
    • Press Releases 2016
    • Press Releases 2015
    • Press Releases 2014
  • Building Award
    • The Award
    • Winners
    • Jury
    • Book
    • "Lorenzo H. Zambrano" Prize
  • Social Media
About Us
  • Our History
  • Company Profile
  • Management Team
  • Ethics & Compliance
  • Position Papers
  • Our COVID-19 Actions
CEMEX Go
  • Open CEMEX Go
  • Learning Hub
  • Developer Center
  • Suggestions
  • FAQs
Investors
  • Reports
  • Financial Highlights
  • Stock Information
  • Debt Information
  • Corporate Governance
  • Events
Products & Services
  • Products
  • Building Solutions
  • Global Solutions
  • Services
  • Trading
  • Global Contacts
Careers
  • Life @ CEMEX
  • Locations & Functions
  • CEMEX Opportunities
  • Why CEMEX?
Sustainability
  • Strategy
  • Model
  • Stakeholder Engagement
  • Policies & Positions
  • Reports
  • Social Impact
  • Climate Action
Suppliers
  • Sourcing Approach
  • Responsible Suppliers
  • Become a Supplier
  • Direct Line
Media
  • Press Releases
  • Building Award
  • Social Media

By-laws

CEMEX’s Listings
NYSE
(USD)
6. 68
BMV
(MXN)
13. 07
Stock Information
Recent & upcoming events
11
Feb
Earnings Webcast 4Q2020
3
Dec
Climate Action Panel 2020
28
Oct
Earnings Webcast 3Q2020
See all events
View the 2020 Second Quarter Results (PDF)
 

Navigation

  • icon
    Reports
  • icon
    Financial Highlights
  • icon
    Stock Information
  • icon
    Debt Information
  • icon
    Corporate Governance
  • icon
    Events

Corporate Governance

Meet our board of directors and senior management team, and learn about our by-laws and Code of Ethics.

    Navigation

  • Board of Directors
  • Management Team
  • Committees
  • Code of Ethics
  • By-laws
  • Sarbanes-Oxley Act
  • CEMEX and the NYSE

By-laws

You may access our complete amended and restated by-laws by clicking here.


General

CEMEX, S.A.B. de C.V. is an operating and holding company engaged, directly or indirectly, through operating subsidiaries, primarily in the production, distribution, marketing and sale of cement, ready-mix concrete, aggregates, clinker and other construction materials throughout the world. We are a global cement manufacturer, with operations in Mexico, the United States, Europe, South America, Central America, the Caribbean, Asia, Middle East and Africa. We plan to continue focusing on our core business, the production and sale of cement, ready-mix concrete and aggregates, and the vertical integration of these businesses, leveraging our global presence and extensive operations worldwide.

CEMEX, S.A.B. de C.V.’s complete corporate purpose can be found in article 2 of CEMEX, S.A.B. de C.V.’s by-laws. CEMEX, S.A.B. de C.V.’s corporate purpose includes, but is not limited to, the manufacture, sale, distribution, transportation, import, export and the industrial and commercial use of cement, ready-mix concrete, aggregates and, in general, any type of building materials. We may also undertake all legal acts which are beneficial, accessory, necessary or convenient to effectively achieve our corporate purpose, including, but not limited to, the acquisition, sale, management, lease or sublease of property, transactions involving negotiable instruments, and guaranteeing obligations of third parties.

CEMEX, S.A.B. de C.V.’s corporate seat is in Monterrey, Nuevo León.

CEMEX, S.A.B. de C.V. has two series of common stock, the series A common stock, with no par value, or A shares, which can only be owned by Mexican nationals, and the series B common stock, with no par value, or the B shares, which can be owned by both Mexican and non-Mexican nationals. CEMEX, S.A.B. de C.V.’s by-laws state that the A shares may not be held by non-Mexican persons, groups, units or associations that are foreign or have participation by foreign governments or their agencies. CEMEX, S.A.B. de C.V.’s by-laws also state that the A shares shall at all times account for a minimum of 64% of our total outstanding voting stock. Other than as described herein, holders of the A shares and the B shares have the same rights and obligations.

History

Pursuant to the requirements of Mexican corporation law, CEMEX, S.A.B. de C.V.’s articles of association and by-laws, or estatutos sociales, were registered with the Mercantile Section of the Public Register of Property and Commerce in Monterrey, Mexico, under entry number 21, since June 11, 1920.

CEMEX, S.A.B. de C.V.’s initial corporate name was CEMENTOS PORTLAND MONTERREY, S.A. On January 20, 1931, we changed our corporate name to CEMENTOS MEXICANOS, S.A., and on April 28, 1988, we changed it again to CEMEX, S.A.

On April 28, 1994, we changed from a fixed capital corporation to a variable capital corporation in accordance with Mexican corporation law and effected a three-for-one split of all our outstanding capital stock. As a result, we changed our corporate name from CEMEX, S.A. to CEMEX, S.A. de C.V., established a fixed capital account and a variable capital account and issued one share of variable capital stock of the same series for each eight shares of fixed capital stock held by any shareholder, after giving effect to the stock split.

At an Extraordinary General Shareholders Meeting held on April 27, 2006, CEMEX, S.A.B. de C.V.’s shareholders approved certain amendments to our by-laws in order to comply with certain provisions under applicable Mexican securities law. As a result, among others, we changed our corporate name from CEMEX, S.A. de C.V. to CEMEX, S.A.B. de C.V., which means that we are now a publicly traded company (Sociedad Anónima Bursátil de Capital Variable or S.A.B. de C.V.).

At an Extraordinary General Shareholders Meeting held on March 20, 2014, CEMEX, S.A.B. de C.V.’s shareholders approved, among other items, the board of directors’ proposal to expand our corporate purpose, so that, aside from being a holding company, we can undertake operating activities related to the production and commercialization of cement, ready-mix concrete and aggregates.

At an Extraordinary General Shareholders Meeting held on March 26, 2015, CEMEX, S.A.B. de C.V.’s shareholders approved, a proposal to amend CEMEX, S.A.B. de C.V.’s by-laws in order to extend CEMEX, S.A.B. de C.V.’s corporate existence for an indefinite period, adopt an electronic system established and managed by the Mexican Ministry of Economy (Secretaría de Economía) for the issuance of notices for shareholders meetings and other legal matters, remove a redundancy in certain minority rights, adopt additional provisions that CEMEX, S.A.B. de C.V.’s Board of Directors shall consider in order to authorize purchases of shares, and adopt provisions to improve CEMEX, S.A.B. de C.V.’s corporate governance with respect to the presidency at shareholders meetings and corresponding corporate bodies.

At an Extraordinary General Shareholders Meeting held on March 28, 2019, CEMEX, S.A.B. de C.V.’s shareholders approved, a proposal to amend articles 2 and 28 of CEMEX, S.A.B. de C.V.’s by-laws which includes, among other things, expansion of our corporate purpose.

All amendments to CEMEX, S.A.B. de C.V.’s by-laws have been registered pursuant to the requirements of applicable Mexican law.

For a summary of the main provisions of our by-laws see our annual report on Form 20-F filed before the United States Securities and Exchange Commission.

Contact Us

For any additional information, please contact our Investor Relations team.

Contact
  • Key Company FAQs

    If you have any questions regarding investing with CEMEX, this is the place.

    Company FAQs
  • Glossary

    An alphabetic list of terms and definitions specific to financial and industry topics.

    Glossary
  • Legal
  • Site Map
  • Careers
  • Privacy
  • © 2020 CEMEX S.A.B. de C.V.
This website uses cookies to deliver you a better experience. Using this website means you are okay with this. Please check our Privacy Statement for additional details. I understand.