Board of Directors

Chairman and Lead Independent Director

Charles Rossotti has been a Director of The AES Corporation since March 2003. Mr. Rossotti brings substantial executive, entrepreneurial, global business, operations and finance experience to the AES Board. He serves as a Senior Advisor with the Carlyle Group, one of the world's largest private equity firms.

Mr. Rossotti was the Commissioner of the Internal Revenue Service (IRS), where he was responsible for regulatory and financial and accounting functions for $2 trillion in annual tax revenues. Prior to joining the IRS, Mr. Rossotti was a founder of American Management Systems, Inc. (AMS), a technology and management consulting firm, which grew from inception to 9,000 people and $800 million in revenue; he oversaw operations in the USA, Europe and Asia. Mr. Rossotti was President of AMS from 1970-1989, Chief Executive Officer from 1981 to 1993, and Chairman from 1989 to 1997, overseeing expansion into developed international markets, risk management of contracting functions and strategic actions. From 1965 to 1969, he held various positions in the Office of Systems Analysis within the Office of the Secretary of Defense.

Mr. Rossotti is also a member of the Board of Directors of Bank of America Corporation (2009-present); Booz, Allen, Hamilton (2008-present); and Merrill Lynch Corporation (2004-2008), and the following privately held companies: Apollo Global (2008-present); Compusearch Systems, Inc. (2005-2011); Adesso Systems Corporation (2005-2006); Liquid Engines, Inc. (2004-2006), Quorum Management Solutions (2010-present); and, Primatics Financial (2011-present). He is currently a member of the Board of Directors of Capital Partners for Education, a non-profit organization and a member of the Controller General's Advisory Board of the US Government Accountability Office.

Mr. Rossotti graduated magna cum laude from Georgetown University and received an MBA with high distinction from Harvard Business School.


President and Chief Executive Officer

Andrés R. Gluski was named Director, President and CEO of AES in September 2011. He possesses deep experience in the global electricity business, and is recognized as an industry thought leader on international finance and operating infrastructure issues. In August 2012, Mr. Gluski was named International CEO of the Year by Latin America Trade Magazine for his commitment and accomplishments as CEO of one of the world's leading power companies

With more than 20 years of proven experience, Mr. Gluski has created an operational excellence mindset at AES. He led the turnaround of some of AES' most significant operating businesses, as well as spearheaded a major expansion program in Chile. Under his leadership, AES was the first company to be recognized with three Edison Electric Institute awards within a six year timespan. These awards were granted for the Angamos power plant in Chile, as well as performance improvements at AES Masinloc in the Philippines and AES Latin America. He is also responsible for a number of portfolio management activities that strengthened the AES' liquidity; these include the sales of EDC in Venezuela, the Ekibastuz power plant and Maikuben coal mine in Kazakhstan, the AES Atimus telecommunication company in Brazil, and several distribution businesses in Argentina.

Prior to his current position, Mr. Gluski served as Executive Vice President and Chief Operating Officer of AES from 2007 to 2011. He was Regional President for Latin America from 2006 to 2007, Senior Vice President for the Caribbean and Central America from 2003 to 2006, CEO of La Electricidad de Caracas ("EDC") from 2002 to 2003, and CEO of AES Gener (Chile) in 2001.

Before joining AES in 2000, Mr. Gluski held several leadership roles, including: Executive Vice President and CFO of EDC, Executive Vice President of Banco de Venezuela (Grupo Santander), Vice President for Santander Investment and Executive Vice President, and CFO of CANTV (subsidiary of GTE). Mr. Gluski worked with the International Monetary Fund in the Treasury and Latin American Departments, in addition to serving as Director General of Public Finance for the Ministry of Finance of Venezuela.

Mr. Gluski currently serves on the Board of Directors of The Council of Americas, the USA - Spain Business Council and The Edison Electric Institute. He is Chairman of AES Gener and AES Brasiliana. Mr. Gluski is a graduate of Wake Forest University and holds an MA and a PhD in Economics from the University of Virginia.



Zhang Guobao has been a Director of The AES corporation since December 2011. He is currently the Vice-Chairman of the Chinese National Development and Reform Commission, and recently held the position of Administrator (Minister-Level) of the Chinese National Energy Administration.

Mr. Guobao received his Mechanical Engineering Masters Degree from Xi'an Jiaotong University.



Charles Harrington has joined the AES Board of Directors effective December 1, 2013.

Mr. Harrington is the Chief Executive Officer and Chairman of the Board at The Parsons Corporation. During his tenure as CEO, he has focused on expanding into strategically important new business areas and has led Parsons to record profitability. Before his appointment in 2006 to the position of Executive Vice President, Chief Financial Officer, and Treasurer of Parsons, Mr. Harrington was the founding President of one of Parsons' business units. He has held a succession of senior management positions with Parsons since 1982 and is a leader in many diversified markets.

Mr. Harrington holds a Master's degree in Business Administration, Finance and Marketing from the University of California, Los Angeles and a Bachelor's degree in Engineering from California Polytechnic State University, San Luis Obispo.



Kristina M. Johnson has been a Director of The AES Corporation since January 2011 and currently serves on the Compensation Committee. Dr. Johnson previously served on the Board from April 2004 to April 2009.

Dr. Johnson is the former Undersecretary for Energy at the USA Department of Energy (April 2009 to November 2010), where she successfully brought greater cohesion to energy and environmental programs and also played a key role in ensuring that Recovery Act projects had the potential for significant impact on USA energy needs. Prior to government service, Dr. Johnson was Provost and Senior Vice President for Academic Affairs at the Johns Hopkins University from September 2007 to April 2009. Previously, she served as the Chief Academic and Administrative Officer and Chief Budget Officer of the Edmund T. Pratt, Jr., School of Engineering at Duke University. Before that, Dr. Johnson served on the faculty of the University of Colorado at Boulder from 1985 to 1999 as a Professor of Electrical and Computer Engineering, and as a co-founder and director (1993-1997) of the National Science Foundation Engineering Research Center for Optoelectronic Computing Systems Center.

Since 2006, Dr. Johnson has served on the Board of Directors of Minerals Technologies, Inc.; Boston Scientific Corporation; and, Nortel Networks. Since leaving government service, she has been re-elected to the Board of Directors of Boston Scientific Corporation.

Dr. Johnson received her BS with distinction, MS and PhD in Electrical Engineering from Stanford University. She is an expert in liquid crystal electro-optics and holds more than forty-five patents or patents pending in this field.



Tarun Khanna has been a Director of The AES Corporation since April 2009 and serves on the Nominating, Governance and Corporate Responsibility Committee of the Board.

Dr. Khanna is the Jorge Paulo Lemann Professor at the Harvard Business School, joining the faculty in 1993. He brings substantial expertise regarding global business, emerging markets and corporate strategy to the Board. Dr. Khanna's scholarly work has been published in a range of economics, management and foreign policy journals and he recently published Billions of Entrepreneurs: How China and India are Reshaping their Futures, and Yours, a book focusing on the drivers of entrepreneurship in China and India, which are important markets to AES. His new co-authored book, Winning in Emerging Markets: A Roadmap for Strategy and Execution, was published in March 2010. He was appointed a Young Global Leader (under 40) by the World Economic Forum in 2007, was elected as a Fellow of the Academy of International Business in 2009 and was appointed Director of Harvard University's South Asia Initiative in 2010.

Dr. Khanna is also a member of the boards of directors of SKS Microfinance (since February 2009) and the privately-held companies GVK Bio Sciences (since 2007) and TVS Logistics (since 2008).

Dr. Khanna received a BSE from Princeton University and PhD from Harvard University.



Philip Lader has been a Director of The AES Corporation since April 2001 and serves as Chairman of the Nominating, Governance and Corporate Responsibility Committee and a member of the Finance and Investment Committee of the Board.

Mr. Lader brings substantial executive, board and government experience to AES. The former USA Ambassador to the Court of St. James's, he has served as Chairman of WPP plc, the world's largest global advertising and marketing services company, comprised of approximately 158,000 people in 107 countries and including J. Walter Thompson, Young & Rubicam, and Ogilvy & Mather. A lawyer, Mr. Lader is also a Senior Advisor to Morgan Stanley and serves as a member of the Investment Committees of Morgan Stanley's Global Real Estate and Infrastructure Funds. Mr. Lader served as White House Deputy Chief of Staff, Assistant to the President, Deputy Director of the Office of Management and Budget, Administrator of the USA Small Business Administration during the Clinton Administration and Vice Chairman of Rand Corporation. Mr. Lader was also President of Sea Pines Company, Executive Vice President of the USA holdings of the late Sir James Goldsmith, and president of several universities in South Carolina and Australia.

Mr. Lader is or has been a member of the Board of Directors of WPP plc (2001-present); Lloyd's of London (2005-2010); Marathon Oil Corporation (2002–present); UC RUSAL (2006-pressent); Songbird Estates, plc (2006–2009); British Museum (2001–2006); and the following privately-held or non-profit companies: Duck Creek Technologies (2009–2011); RAND Corporation (2001–2011); Atlantic Council of US (2008–current); Smithsonian Museum of American History (2006–present); Salzburg Global Seminar (2008–present); Lader Family Foundation (1987–present); and, Bankinter Foundation for Innovation (2007–present).

Mr. Lader graduated with a BA from Duke University where he was a member of Phi Beta Kappa, an MA from the University of Michigan, completed graduate law studies at Oxford University, and received a JD from Harvard Law School.



James H. Miller has been a Director of The AES Corporation since June 2013 and currently serves on the Financial Audit Committee. Mr. Miller brings to AES' Board substantial experience in the energy industry, both in the U.S. and internationally, including in regulated utilities and competitive power markets.

With more than 35 years of experience in the energy industry, Mr. Miller most recently served as Chairman of PPL Corporation from 2006 until his retirement in March 2012. He joined PPL as President of its U.S. generation businesses in 2001. Previously, he was Executive Vice President of USEC Inc. and President of two ABB Group subsidiaries: ABB Environmental Systems and ABB Resource Recovery Systems. He began his career in the electric utility industry at the former Delmarva Power & Light Co.



Sandra O. Moose has been a Director of The AES Corporation since April 2004, and serves on the Nominating, Governance and Corporate Responsibility Committee, the Finance and Investment Committee and the Compensation Committee.

Dr. Moose brings substantial executive, strategic, planning, operations, consulting and corporate governance experience to the AES Board. Dr. Moose is President of Strategic Advisory Services, and from 1975 to 2003 served as a director and Senior Vice President of The Boston Consulting Group (BCG). At BCG, Dr. Moose provided strategic planning, operational effectiveness and related consulting services to global clients in a variety of industries, including consumer and industrial goods, financial services and telecommunications, for more than 35 years. Dr. Moose managed BCG's New York office from 1988-1998 and was chair of the East Coast region, which accounted for approximately 20 percent of BCG's overall revenues, from 1994-1999. In addition to her strategic planning expertise, Dr. Moose has been the chair or presiding director of several public companies and several charitable organizations, providing her extensive expertise in corporate governance.

Dr. Moose is also a member of the Board of Directors of Verizon (November 2005–present), serving as its presiding director (2000–present); Natixis Advisor Funds (1982–present); Loomis Sayles Funds (2003–present); the Alfred P. Sloan Foundation (2000–present); and, Rohm and Haas Company (1981–2009).

Dr. Moose received her PhD and MA in economics from Harvard University and BA, summa cum laude, in economics from Wheaton College.



John (Jay) B. Morse, Jr. has been a Director of The AES Corporation since December 2008 and serves on the Financial Audit Committee and Finance and Investment Committee of the Board.

Mr. Morse brings substantial executive experience to the Board, including board, investment and financial expertise. Before his retirement in December 2008, Mr. Morse served as the Senior Vice President, Finance, and Chief Financial Officer of The Washington Post Company (the "Post"), a diversified education and media company whose principal operations include educational services, newspaper and magazine print and online publishing, television broadcasting and cable television systems recording more than $4.4 billion in annual operating revenues. During Mr. Morse's 17-year tenure, the Post's leadership made more than 100 investments in both domestic and international companies, including new endeavors in emerging markets. Prior to joining the Post, Mr. Morse was a partner at Price Waterhouse (now PricewaterhouseCoopers), where he worked with publishing/media companies and multilateral lending institutions for more than 17 years.

Mr. Morse is also a member of the Board of Directors of Host Hotels & Resorts Corporation (2005-present); the Home Shopping Network (2008-present); Trustee and President Emeritus of the College Foundation of the University of Virginia (2002-present); and recently completed a six-year term as a member of the Financial Accounting Standards Advisory Council (2004-2010).

Mr. Morse graduated with a BA from the University of Virginia and an MBA from the Wharton School of Finance at the University of Pennsylvania. Mr. Morse is a Certified Public Accountant.



Dr. Naím is the Senior Associate in the International Economics Program at the Carnegie Endowment for International Peace and has served in that role from June 2010 to present. Dr. Naím brings substantial international economic and political expertise to AES through his tenure as Venezuela’s Minister of Industry and Trade and Director of Venezuela's Central Bank in the early 1990s and as an Executive Director of the World Bank in the early 1990s. He serves on the Global Advisors group for Mars, the largest private company in the United States. He has been a member of the board of directors of FEMSA (Fomento Económico Mexicano, S.A.B. de C.V.) since 2011. Dr. Naim is also founder and chairman of the Group of 50 (G50) a select group of business leaders who head some of the most successful and modern enterprises in the Americas.

For fourteen years (1996-2010), Dr. Naím served as Editor in Chief for Foreign Policy magazine (first, at The Carnegie Endowment for International Peace and subsequently, at The Washington Post Company). He has written extensively on international economics and global politics, economic development and the consequences of globalization. Dr. Naím is the chief international columnist for El País and La Republica, high circulation daily newspapers in Spain and Italy, respectively, and is also the host and producer of Efecto Naím, a global Spanish language news and analysis broadcast. His columns are syndicated worldwide. He also has broad experience as a consultant to corporations, governments and non-governmental organizations

Dr. Naím holds MSc and PhD degrees from the Massachusetts Institute of Technology.



Sven Sandstrom has been a Director of The AES Corporation since October 2002 and serves on the Financial Audit Committee and the Nominating, Governance and Corporate Responsibility Committee of the Board.

Mr. Sandstrom brings substantial experience in global finance, strategy, operations, industry knowledge, as well as risk management to the AES Board. He is the former Managing Director of the World Bank where he served for 30 years, retiring in 2001. As Managing Director for 10 years, Mr. Sandstrom was responsible for all aspects of the Bank's work including financial policy and risk management, global strategy and operations. Since 2001, Mr. Sandstrom has been a director and adviser at private corporations and public institutions in Europe, Africa, Asia and the USA, including the European Commission, the African Development Bank and the International Union for the Conservation of Nature (IUCN). For six years, he chaired the international funding negotiations for the African Development Band and the Global Fund to Fight AIDS, Tuberculosis and Malaria. He is the CEO of Hand in Hand International, a UK public charitable trust that funds and supports development and microfinance operations in India, Afghanistan and Eastern and Southern Africa. He is also the sole owner and operator of a small hydropower plant in northern Sweden.

Mr. Sandstrom is a member of the Board of Directors of Hand in Hand International, UK (2009-present) and IUCN, Switzerland (2004-2008).

Mr. Sandstrom graduated with a BA from the University of Stockholm, an MBA from the Stockholm School of Economics, and a Dr. Sc. from the Royal Institute of Technology in Stockholm. For three years, he was a joint Research Associate at MIT and Harvard Business School.


Board Committees

The Board has five standing committees. The standing committees include the Compensation Committee, the Financial Audit Committee, the Innovation and Technology Committee, the Nominating, Governance and Corporate Responsibility Committee, and the Strategy and Investment Committee.

Charter - Compensation Committee

Charter - Financial Audit Committee

Charter - Innovation and Technology Committee

Charter - Nominating, Governance and Corporate Responsibility Committee

Charter - Strategy and Investment Committee

Charter - Corporate Governance Guidelines

Compensation Committee

Sandra Moose, Chair
Kristina Johnson
James Miller
Moisés Naim

Financial Audit Committee

Jay Morse, Chair
Tarun Khanna
James Miller
Sven Sandstrom
Charles Harrington

Innovation and Technology Committee

Kristina Johnson, Chair
Andrés Gluski
Charles Harrington
Tarun Khanna
Philip Lader

Nominating, Governance and Corporate Responsibility Committee

Philip Lader, Chair
Tarun Khanna
Moisés Naim
Sven Sandstrom

Strategy and Investment Committee

Andrés Gluski, Chair
Philip Lader
Sandra Moose
Jay Morse

Incorporation and Bylaws

AES' Certificate of Incorporation and Bylaws are provided here for reference.

Certificate of Incorporation